Terms of Service


Importance of these Terms of Service & Acceptance

PLEASE READ THESE TERMS OF SERVICE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION AND AFFECT YOUR LEGAL RIGHTS. AS OUTLINED IN BELOW, THEY INCLUDE A MANDATORY ARBITRATION AGREEMENT AND CLASS ACTION WAIVER WHICH (WITH LIMITED EXCEPTIONS) REQUIRE ANY DISPUTES BETWEEN US TO BE RESOLVED THROUGH INDIVIDUAL ARBITRATION RATHER THAN BY A JUDGE OR JURY IN COURT.
BY CLICKING TO ACCEPT AND/OR USING OUR SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL OF THE TERMS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE PROVVY PLATFORM.

Section (1) Introduction & definition of NFT


Welcome to Provvy, owned and operated by, Doris Global Pty Ltd. d/b/a Provvy (“Provvy,” “we,” “us”, or “our”). These Terms of Service (“Terms”) regulate your use of the Provvy website(s), our APIs, mobile app (the “App”), and any other software, tools, features, or functionalities provided on or in connection with our services; including without limitation using our services to create NFTs, view and explore NFTs and use our tools, at your own discretion, to transact directly with others to purchase, sell, or transfer NFTs on public blockchains (collectively, the “Platform”). “NFT” in these Terms means a non-fungible token or similar digital item implemented on a blockchain (using distributed-ledger technology), which uses smart contracts to link to or otherwise be associated with certain content or data.

Section (2) Modification of terms

  1. Accepting the Terms of Service. BY USING THE PROVVY PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS, INCLUDING ANY ADDITIONAL GUIDELINES OR POLICIES REFERRED TO IN THESE TERMS, AND ANY FUTURE MODIFICATIONS (COLLECTIVELY, THE TERMS). IF AT ANY TIME YOU DO NOT AGREE TO THESE TERMS, YOU MUST IMMEDIATELY TERMINATE YOUR USE OF THE PROVVY SERVICE.

Section (3) Age Restriction

THE PROVVY PLATFORM IS NOT FOR PERSONS UNDER THE AGE OF 13. IF YOU ARE UNDER 13 YEARS OF AGE, THEN YOU MUST NOT USE THE SERVICE. FURTHER, IF YOU ARE OVER 13 BUT ARE UNDER THE AGE OF CONSENT WHERE YOU LIVE, THEN YOU MUST GET THE CONSENT OF YOUR PARENTS BEFORE USING THE PLATFORM.

Section (4) Definition of users

For purposes of these Terms, “user”, “you”, and “your” means you as the user of the Platform. If you use the Platform on behalf of a company or other entity then “you” includes you and that entity, and you represent and warrant that (a) you are an authorized representative of the entity with the authority to bind the entity to these Terms, and (b) you agree to these Terms on the entity’s behalf.

Section (5) Privacy

Provvy’s Privacy Policy for the Platform is available at https://www.provvy.io/privacy-policy. By using the Platform you are expressly agreeing to the terms of the Provvy Privacy Policy (https://provvy.io/privacy-policy) that is hereby incorporated into these Terms by reference. Please read the Provvy Privacy Policy carefully for details relating to the collection, use, and disclosure of your personal information.

Section (6) Nature of marketplace

Provvy is not a wallet provider, exchange, broker, financial institution, or creditor. Provvy provides a peer-to-peer web3 service that helps users discover and directly interact with each other and NFTs available on public blockchains. We do not have custody or control over the NFTs or blockchains you are interacting with and we do not execute or effectuate purchases, transfers, or sales of NFTs. To use our Provvy, you must use a third-party wallet that allows you to engage in transactions on blockchains.

Section (7) Provvy’s Legal Standing

Provvy is not party to any agreement between any users. You bear full responsibility for verifying the identity, legitimacy, and authenticity of NFTs that you purchase from third-party sellers using the Platform and we make no claims about the identity, legitimacy, functionality, or authenticity of users or NFTs (and any content associated with such NFTs) visible on the Platform.

Section (8) Ownership of Intellectual Property (Provvy Platform)

The Provvy Platform is owned and operated by Doris Global Pty Ltd or its Affiliates and its licensors. The content, visual interfaces, interactive features, information, graphics, design, compilation, computer code, products, software, services, and all other elements of the Provvy Platform that are provided by Provvy (the “Provvy Materials”) are the property of Provvy, its Affiliates, and/or third-party licensors and are protected by the Australian copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. For purposes of this Agreement, an Affiliate shall be defined as an entity that controls, is controlled by, or is under common control with Provvy. Except as expressly authorized by Provvy, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Provvy Platform. Provvy reserves all rights not expressly granted in these Terms. You shall not acquire any right, title, or interest to the Provvy Platform, except for the limited rights set forth in this Agreement. Provvy Materials do not include user-generated content (as defined below) or any other content owned by and submitted by users of the Provvy Platform.

 

Provvy’s name, logo, trademarks, and any Provvy product or service names, designs, logos, and slogans are the intellectual property of Provvy or our affiliates or licensors and may not be copied, imitated or used, in whole or in part, without our prior written permission in each instance. You may not use any metatags or other “hidden text” utilizing “Provvy” or any other name, trademark or product or service name of Provvy or our affiliates or licensors without our prior written permission. In addition, the “look and feel” of the Platform constitutes the service mark, trademark or trade dress of Provvy and may not be copied, imitated or used, in whole or in part, without our prior written permission.

All other third-party trademarks, registered trademarks, and product names mentioned on the Platform or contained in the content linked to or associated with any NFTs displayed on the Platform are the property of their respective owners and may not be copied, imitated, or used, in whole or in part, without the permission of the applicable intellectual property rights holder. Reference to any products, services, processes or other information by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship, or recommendation by Provvy.

Section (9) Usage (Intellectual Property Rights)

  1. You are solely responsible for your use of the Platform and for any information you provide, including compliance with applicable laws, rules, and regulations, as well as these Terms, including the User Conduct requirements outlined above.

(i)Provvy can display your content


By using the Platform in conjunction with creating, submitting, posting, promoting, or displaying content, or by complying with Provvy’s metadata standards in your metadata API responses, you grant us a worldwide, non-exclusive, sublicensable, royalty-free license to use, copy, modify, and display any content, including but not limited to text, materials, images, files, communications, comments, feedback, suggestions, ideas, concepts, questions, data, or otherwise, that you submit or post on or through the Platform for our current and future business purposes, including to provide, promote, and improve the Provvy platform. This includes any digital file, art, or other material linked to or associated with any NFTs that are displayed on the Provvy.

(ii) Content still owned by user

Provvy does not claim that submitting, posting, or displaying this content on or through the Platform gives Provvy any ownership of the content. We just want to be able to show off and promote your work to help build your fans and increase the likelihood of your NFTs being sold.

(iii) Lister has necessary Intellectual Property Rights

You represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for any content that you create, submit, post, promote, or display on or through the Platform. You represent and warrant that such content does not contain material subject to copyright, trademark, publicity rights, or other intellectual property rights, unless you have necessary permission or are otherwise legally entitled to post the material and to grant Provvy the license described above, and that the content does not violate any laws.

(iii) How to dispute content displayed on Provvy

Provvy will take down works in response to Digital Millennium Copyright Act (“DMCA”) takedown notices and/or other intellectual property infringement claims and will terminate a user's access to the Platform if the user is determined to be an infringer. If you believe that your content has been copied in a way that constitutes copyright or trademark infringement, or violates your publicity or other intellectual property rights, please send us a notice at hello@provvy.io!

Section (10) Disclaimer for Other Content Posted By Users

You acknowledge that when using the Provvy platform, you will be exposed to User-generated content (UGC) from other users and other content from a variety of sources, and that Provvy is not responsible for the acceptability, accuracy, integrity, quality, legality, usefulness, safety, or intellectual property rights of or relating to such UGC. You further understand and acknowledge that you may be exposed to UGC or other content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Provvy with respect thereto. Provvy does not endorse any UGC or other Content or any opinion, recommendation, or advice expressed therein.

Section (11) Account Information.

You agree that the information you provide or authorize third parties to provide to Provvy upon registration and, at all other times, will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times.

Section (12) Communication Preferences

By creating an Account, you consent to receive electronic communications from Provvy (e.g., via email, push notification, text messages, or other types of messages). These communications may include notices about your Account (e.g., transactional information) and are part of your relationship with us. We may also send you promotional communications via email we think will be of interest to you. You understand that you are not required to provide this consent as a condition of using the Platform and you may opt out of these communications!

Section (13) Account Security

You will be responsible for all activities that occur under your username and password. You should keep your password confidential. You are solely responsible for maintaining the security confidentiality of your account password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. If you have reason to believe that your account is no longer secure (for example, in the event of a loss, theft, or unauthorized disclosure or use of your account ID or password), you must immediately notify Provvy at hello@provvy.io. You may be liable for the losses incurred by Provvy or others due to any unauthorized use of your account.

Section (14) Account Termination

Provvy may terminate or suspend your access to your account and the Provvy Platform and remove and discard all or any part of your User-generated content at any time, immediately, without prior notice or liability, for any reason or no reason. Upon termination of your account, the license granted to you and your right to use the Provvy platform will immediately cease. If you want to terminate your account, you may simply discontinue using the Provvy platform and/ or by sending an email to hello@provvy.io. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, limitations of liability, and the like.

Section (15) Disagreements Between Users

You are solely responsible for your involvement with other users. If you have a dispute with one or more users, you release Provvy (and Provvy’s parent, subsidiaries, affiliates, officers, directors, agents, joint ventures, and employees) from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. You may report any user activity that you believe violates these Terms, including any prohibited or illegal activity by notifying Provvy at hello@provvy.io and Provvy may, but is under no obligation, take any action it deems appropriate concerning such notice.

Section (16) Links and Third-Party Services.

ACCESS AND USE OF THIRD-PARTY SERVICES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON THIRD-PARTY SERVICES OR AVAILABLE THROUGH THIRD-PARTY SERVICES, IS SOLELY AT YOUR OWN RISK.

Provvy or third parties may provide links or functionality in the Provvy platform to other services, sites, or content (Third Party Services). Provvy has no control over such Third Party Services or content, and therefore makes no claim or representation regarding, and expressly disclaims responsibility for, the accuracy, quality, legality, nature, availability, or reliability of Third Party Services or content linked to by the Provvy Platform. Provvy provides links to you only as a convenience, and the inclusion of any link on the Provvy Service does not imply our affiliation, endorsement, or adoption of the linked site or any information therein.

When you leave the Provvy Service, our terms and policies no longer govern. You should review applicable terms and policies, including the privacy and data gathering practices, of any Third Party Services.

Section (17) Indemnification; Hold Harmless

You agree to indemnify and hold harmless Provvy, and its parent, subsidiaries, Affiliates, its suppliers, licensors and partners, and the officers, directors, employees, agents, and representatives of any of them from all claims, losses, obligations, damages, liabilities, costs or debt and expenses (including attorney fees) arising out of (i) your use or misuse of the Provvy Platform,; (ii) your Provvy Submissions, including Provvy use, display or other exercise of its license rights granted herein with respect to your UGC; (iii) your violation of these Terms; (iv) your violation of the rights of any other person or entity, including claims that any User Submission infringes or violates any third party intellectual property rights; and (v) your breach of the foregoing representations, warranties, and covenants. Provvy reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Provvy. Provvy will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

Section (18) Exclusion of Warranties

NOTHING IN THESE TERMS SHALL AFFECT ANY STATUTORY RIGHTS THAT YOU CANNOT CONTRACTUALLY AGREE TO ALTER OR WAIVE AND ARE LEGALLY ALWAYS ENTITLED TO AS A CONSUMER.

THE PROVVY PLATFORM IS PROVIDED “AS IS”, WITH ALL FAULTS, AND WE MAKE NO WARRANTY OR REPRESENTATION TO YOU WITH RESPECT TO THEM. IN PARTICULAR, WE DO NOT REPRESENT OR WARRANT TO YOU THAT:

  • YOUR USE OF THE PROVVY PLATFORM WILL MEET YOUR REQUIREMENTS;
  • YOUR USE OF THE PROVVY PLATFORM WILL BE TIMELY, SECURE, UNINTERRUPTED, FREE FROM ERROR, OR FREE FROM VIRUSES OR OTHER HARMFUL OR MALICIOUS COMPONENTS;
  • ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE PROVVY PLATFORM WILL BE CORRECT, ACCURATE OR RELIABLE; AND
  • DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE AND PROVVY SERVICE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.

NO CONDITIONS, WARRANTIES OR OTHER TERMS (INCLUDING ANY IMPLIED TERMS AS TO MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR PURPOSE OR CONFORMANCE WITH DESCRIPTION) APPLY TO THE PLATFORM EXCEPT TO THE EXTENT THAT THEY ARE EXPRESSLY SET OUT IN THE TERMS.

WE MAY CHANGE, SUSPEND, WITHDRAW OR RESTRICT THE AVAILABILITY OF ALL OR ANY PART OF THE PLATFORM FOR BUSINESS AND OPERATIONAL REASONS AT ANY TIME WITHOUT NOTICE.

Section (19) Limitation of Liability; Damages

UNDER NO CIRCUMSTANCES, AND UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL PROVVY OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD PARTY PARTNERS OR SUPPLIERS, BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA OR USE OR COST OF COVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OR THE INABILITY TO USE THE PROVVY MATERIALS AND PROVVY SUBMISSIONS ON THE SOFTWARE OR PROVVY PLATFORM OR ANY THIRD PARTY SERVICES, THE SOFTWARE OR PROVVY PLATFORM ITSELF, OR ANY OTHER INTERACTIONS WITH PROVVY, EVEN IF PROVVY OR A PROVVY AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL PROVVY OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD PARTY PARTNERS, LICENSORS OR SUPPLIERS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SOFTWARE OR PROVVY SERVICE (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, OR OTHERWISE) EXCEED THE GREATER OF THE AMOUNT OF (A) ONE HUNDRED DOLLARS OR (B) THE AMOUNT OF FEES YOU HAVE PAID PROVVY IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY.

THESE LIMITATIONS SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD PARTY SERVICES OR OTHERWISE BY THIRD PARTIES OTHER THAN PROVVY AND RECEIVED BY YOU THROUGH OR ADVERTISED ON THE SOFTWARE OR PROVVY SERVICE OR RECEIVED BY YOU THROUGH ANY THIRD-PARTY SERVICES.

Section (20) Governing Law and Jurisdiction

This Agreement is entered into in the State of Queensland, Australia, and shall be governed by, and construed in accordance with, the laws of Australia and the laws of the State of Queensland, without regard to choice of law principles.

To the extent any Dispute, claim, case or controversy is not subject to arbitration as stated in below, you and Provvy agree to submit exclusively to the jurisdictions of the Supreme Court of Queensland, Australia. You and Provvy agree to waive any jurisdictional, venue, or inconvenient forum (forum nonconveniens) objections and affirmative defenses to such courts (without affecting either party’s rights to remove a case to federal court if permissible).

The Convention on Contracts for the International Sale of Goods is expressly excluded from this Agreement and shall not apply. Any law or regulation which provides that the language of a contract shall be construed against the drafter will not apply to this Agreement. Users who use or access the Software and/or Services or any portion thereof are responsible for compliance with all local laws.

This Section will be interpreted as broadly as applicable law permits.

Section (21) Binding Individual Arbitration; Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY.

IT AFFECTS YOUR RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

Arbitration is an alternative dispute resolution procedure that allows us to resolve issues without the costs and formalities of formal court proceedings. Any Dispute (as defined below) between you and Provvy that cannot be resolved by the procedures described herein is submitted to a neutral arbitrator.

25.1. “Dispute” as used herein means any dispute, claim, case or controversy, between you and Provvy that relates to or arises out of or in connection with:

  • Your use or attempted use of the Software, Provvy Platform, or any portion thereof (including your Provvy Account Balance, and any transactions concerning Provvy Currency or Content);
  • Your participation in a Beta Test;
  • Your use or attempted use of Additional Software or any portion thereof;
  • Claims alleging violations of rights of privacy or publicity;
  • All of Provvy’s products and services generally; and
  • This Agreement, including but not limited to, the validity, enforceability, or scope of the arbitration provisions of this Section.

Section (22) Informal Resolution Before Arbitration

If you have an issue or Dispute that our customer support cannot resolve and that is subject to arbitration as stated in herein, prior to instituting or filing a claim arising out of your Dispute in arbitration, you and Provvy agree to attempt to resolve the Dispute informally in the interest of helping control costs for both parties, subject to the exclusions from arbitration below.

You and Provvy agree to negotiate and attempt to resolve in good faith any Dispute between the parties that is subject to arbitration for at least thirty (30) calendar days (“Informal Resolution”), before filing a claim based on such a Dispute for arbitration.

Section (23) Initiation of Informal Resolution

You agree that to initiate Informal Resolution with Provvy, you must send to Provvy an initial correspondence concerning your Dispute to the following physical mailing and email addresses and provide in that initial correspondence the additional information specified in this Section 9:

 

ATTN: DISPUTE

Provvy 1106/35 Campbell Street, Bowen Hills 4006

EMAIL: hello@provvy.io

 

You agree that to initiate Informal Resolution, you must include in your initial correspondence: your name; all account names associated with the Provvy account(s) associated with or operated by you; your address; your current contact information (including email and phone number) so we may get in contact with you; the nature of the Dispute, claim, issue, or problem; and a proposed solution to the Dispute, claim, issue, or problem. You agree that your failure to provide any of the information required of you by this Section results in a failure to initiate the Informal Resolution process and Provvy is not obligated to respond to your correspondence under this Section. Notice of your correspondence initiating Informal Resolution with Provvy is effective upon receipt by Provvy.

If Provvy initiates Informal Resolution with you, Provvy will send correspondence initiating the Informal Resolution process to your registered email address and any billing address you have provided us. Notice of this initial Informal Resolution correspondence sent to you by Provvy is effective upon actual receipt by you or within one (1) business day of transmission of the email correspondence, whichever is earlier. Your failure to respond to our Informal Resolution correspondence does not preclude Provvy from filing a claim with the arbitrator thirty (30) calendar days from the effective date of the initial Informal Resolution correspondence sent by Provvy to you.

Section (24) Subsequent Notices

You agree that all subsequent communications and notices sent by you to Provvy in the course of the Informal Resolution process will be sent to the address specified in this Section, above unless otherwise specified during the Informal Resolution process. Notice of any communications from you to Provvy is effective upon receipt by Provvy.

After the Informal Resolution process has been initiated by you or Provvy, Provvy will send all communications and notices to your registered email address and any billing address you have provided us, unless you specify other, more current contact information for yourself in written correspondence sent to Provvy in accordance with the requirements of this Section 9. Notice of any communications sent to you by Provvy is effective upon actual receipt by you or within one (1) business day of transmission of the email correspondence, whichever is earlier.

Section (25) European Union Online Dispute Resolution Platform

If you reside in the European Union (“EU”), you may also be entitled to submit your complaint to the European Commission’s Online Dispute Resolution (ODR) Platform. The ODR allows EU consumers to resolve disputes related to the online purchases of goods and services without going to court.

Section (26) Binding Agreement to Arbitrate Certain Disputes

Subject to the exclusions stated below in this Section 9, you and Provvy agree to submit all Disputes between you and Provvy, which cannot be resolved by Informal Resolution, to individual binding arbitration, regardless of whether the Dispute is based in contract, statute, regulation, ordinance, tort (including fraud, misrepresentation, fraudulent inducement, or negligence), or any other legal or equitable theory.

THE PARTIES UNDERSTAND THAT, ABSENT THIS MANDATORY PROVISION, THEY WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL.

You and Provvy further understand that, in some instances, the costs of arbitration could exceed the costs of litigation. The parties understand that the right to discovery may be more limited in arbitration than in court. However, both parties to the arbitration will be permitted discovery sufficient to allow them a fair opportunity to present or defend their claims. To that end, after arbitration is initiated, the parties will work together in good faith the determine and agree on the appropriate number of discovery requests and depositions that will be allowed during the discovery phase of the arbitration.

Section (27) Disputes Excluded from Informal Resolution and Arbitration

Disputes expressly excluded from Informal Resolution, and which you and Provvy expressly agree may not be submitted to arbitration under the provisions of this Section are as follows:

  • Individual actions within the jurisdictional limits of the small claims courts;
  • Enforcement actions through a government agency as permitted by law;
  • A complaint or remedy sought under the EU General Data Protection Regulation;
  • An action to compel or uphold any prior arbitration decision;
  • Actions for injunctive relief in a court of law to preserve the status quo while an arbitration proceeds;
  • Disputes related to or arising out of claims of piracy or the creation, distribution, or promotion of products, services, or software that enable or attempt to enable the Unauthorized Use of Provvy’s Services, or any portion thereof;
  • Disputes related to or arising out of claims of tortious interference with Provvy’s business
  • activities;
  • Any claim to enforce or protect, or concerning the validity of Provvy’s Intellectual Property rights, and any claim related thereto or arising therefrom.

Section (28) Continuation in Effect

The parties agree that this Section, and the obligation to arbitrate, will survive the termination of this Agreement or Provvy’s provision of the Software or Provvy’s Platform, or any other products or services to you.

Section (29) Class Action Waiver

You and Provvy agree that any arbitration or court proceeding shall be limited to the Dispute between you and Provvy individually.

YOU ACKNOWLEDGE AND AGREE THAT:

A CLAIM BY OR ON BEHALF OF OTHER PERSONS, WILL NOT BE CONSIDERED IN, JOINED WITH, OR CONSOLIDATED WITH, THE ARBITRATION PROCEEDINGS OR ANY COURT PROCEEDINGS BETWEEN YOU AND PROVVY; YOU WILL NOT SEEK TO BRING, JOIN, OR PARTICIPATE IN ANY CLASS OR REPRESENTATIVE ACTION, COLLECTIVE OR CLASS-WIDE ARBITRATION, OR ANY OTHER ACTION WHERE ANOTHER INDIVIDUAL OR ENTITY ACTS IN A REPRESENTATIVE CAPACITY (E.G., PRIVATE ATTORNEY GENERAL ACTIONS) AGAINST PROVVY; UNDER THIS AGREEMENT, THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED, ADJUDICATED, OR RESOLVED THROUGH COURT PROCEEDINGS ON A CLASS ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; AND YOU WILL NOT HAVE, AND TO THE EXTENT AN EXPRESS WRITTEN WAIVER IS REQUIRED, YOU WAIVE THE RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE, PRIVATE ATTORNEY GENERAL, OR AS A MEMBER OF ANY CLASS OF CLAIMANTS FOR ANY DISPUTE SUBJECT TO ARBITRATION OR ANY DISPUTE BROUGHT IN COURT AGAINST PROVVY.

If for any reason, this class and collective action waiver is deemed unenforceable by a court or arbitrator, you and Provvy agree that the parties’ agreement to arbitrate Disputes herein is then void, and any ongoing or future Dispute will be submitted to a court of competent jurisdiction within the as specified herein, to the exclusion of arbitration. Any Dispute at that time in arbitration will be dismissed without prejudice and refiled in an appropriate court. Under no circumstances do you or Provvy agree to class or collective procedures in arbitration or court proceedings, or the joinder of claims in arbitration or court proceedings.

Section (30) New Versions of the Software

Provvy, in its sole discretion, reserves the right to add additional features or functions, or to modify or provide programming fixes, updates, and upgrades, to the Provvy Platform. Provvy has no obligation to make available to you any modifications, updates, support, maintenance, or subsequent versions of the Provvy Platform. You may have to agree to a renewed version of this Terms of Service if you want to download, install, or use any modifications, updates, or new versions of the Software. You acknowledge that Provvy may automatically issue any modifications, updates, or upgraded versions of the Software and, accordingly, may modify, update or upgrade the version of the Software that you are using or have installed on your device. You hereby agree that your device may automatically request and receive such modifications, upgrades, or updates.

Section (31) Miscellaneous

  • Notice. Provvy may provide you with notices, including those regarding changes to these Terms, by email, regular mail, or postings on the Provvy Platform. Notice will be deemed given twenty-four hours after the email is sent unless Provvy is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to a postal address, if provided by you through the Provvy Platform. In such case, notice will be deemed given three days after the date of mailing.
  • Governing Law. These Terms shall be governed by and construed in accordance with the laws of the State of Queensland, without giving effect to any principles of conflicts of law.
  • Waiver. A provision of these Terms may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of Provvy to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.
  • Severability. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.
  • Assignment. The Terms and related Guidelines, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by Provvy without restriction. Any assignment attempted to be made in violation of this Terms of Use shall be void.
  • Relationship. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Provvy as a result of these Terms or your use of the Provvy Platform. You further acknowledge that by submitting UGC or other content, no confidential, fiduciary, contractually implied or other relationship is created between you and Provvy other than according to these Terms.
  • Survival. The Sections entitled Ownership; Proprietary Rights, Provvy Submissions, Disclaimers; No Warranties, Indemnification; Hold Harmless, Limitation of Liability and Damages, and Miscellaneous will survive any termination of these Terms.
  • Headings. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and shall not be deemed to limit or affect any of the provisions hereof.
  • Entire Agreement. This is the entire agreement between you and Provvy relating to the subject matter herein and supersedes all previous communications, representations, understandings, and agreements, either oral or written, between the parties with respect to the said subject matter.

Section (33) Supplemental Terms - App Stores

To the extent permitted by applicable law, the following supplemental terms shall apply when accessing the Software through specific devices:

Notice regarding Apple.

  • These Terms are between Provvy and you; Apple is not a party to these Terms.
  • The license granted to you hereunder is limited to a personal, limited, non-exclusive, non-transferable right to install the Software on the Apple device(s) authorized by Apple that you own or control for personal, non-commercial use, subject to the Usage Rules set forth in Apple’s App Store Terms of Services.
  • Apple is not responsible for the Software or the content thereof and has no obligation whatsoever to furnish any maintenance or support services with respect to the Software.
  • In the event of any failure of the Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Software, if any, to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Software.
  • Apple is not responsible for addressing any claims by you or a third party relating to the Software or your possession or use of the Software, including without limitation (a) product liability claims; (b) any claim that the Software fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation.
  • In the event of any third party claim that the Software or your possession and use of the Software infringe such third party’s intellectual property rights, Apple is not responsible for the investigation, defense, settlement, or discharge of such intellectual property infringement claim.
  • You represent and warrant that (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
  • Apple and its subsidiaries are third-party beneficiaries of these Terms and upon your acceptance of the terms and conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary hereof.
  • Provvy expressly authorizes the use of the Software by multiple users through the Family Sharing or any similar functionality provided by Apple.

Microsoft Store. By downloading the Software from the Microsoft Store (or its successors) operated by Microsoft, Inc. or its affiliates, you specifically acknowledge and agree that:

  • You may install and use one copy of the Software on up to five (5) Windows Phone enabled devices that are affiliated with the Microsoft account you use to access the Windows Phone Store. Beyond that, we reserve the right to apply additional conditions or charge additional fees.
  • You acknowledge that Microsoft Corporation, your phone manufacturer, and network operator have no obligation whatsoever to furnish any maintenance and support services with respect to the Software.

Amazon Appstore. By downloading the Software from the Amazon Appstore (or its successors) operated by Amazon Digital Services, Inc. or affiliates (“Amazon”), you specifically acknowledge and agree that:

  • to the extent of any conflict between (a) the Amazon Appstore Terms of Use or such other terms which Amazon designates as default end user license terms for the Amazon Appstore (“Amazon Appstore EULA Terms”), and (b) the other terms and conditions in these Terms, the Amazon Appstore EULA Terms shall apply with respect to your use of the Software that you download from the Amazon Appstore, and
  • Amazon does not have any responsibility or liability related to compliance or non-compliance by Provvy or you (or any other user) under these Terms or the Amazon Appstore EULA Terms.

Google Play. By downloading the Software from Google Play (or its successors) operated by Google, Inc. or one of its affiliates (“Google”), you specifically acknowledge and agree that:

  • to the extent of any conflict between (a) the Google Play Terms of Services and the Google Play Business and Program Policies or such other terms which Google designates as default end user license terms for Google Play (all of which together are referred to as the “Google Play Terms”), and (b) the other terms and conditions in these Terms, the Google Play Terms shall apply with respect to your use of the Software that you download from Google Play, and
  • you hereby acknowledge that Google does not have any responsibility or liability related to compliance or non-compliance by Provvy or you (or any other user) under these Terms or the Google Play Terms.


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