Terms of Service

Last Revised on September, 2017

By accessing or using the Open When application (“Application”) or any service made available by Open When (“Open When”) (together, the “Service”), however accessed, you agree to be bound by these terms of use (“Terms”).

THESE TERMS AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS. BY ACCESSING, DOWNLOADING OR USING THE SERVICE, YOU ACKNOWLEDGE AND REPRESENT THAT:

A. YOU ARE EITHER MORE THAN EIGHTEEN (18) YEARS OF AGE, OR AN EMANCIPATED MINOR, OR POSSESS LEGAL PARENTAL OR GUARDIAN CONSENT, AND

B. THAT YOU HAVE READ, UNDERSTAND AND ARE FULLY ABLE AND COMPETENT TO ACCEPT THESE TERMS AND CONDITIONS AND AGREE TO BE LEGALLY BOUND BY THEM.

IF YOU ARE UNDER THE AGE OF THIRTEEN (13) OR DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL OR USE THE APPLICATION AND DELETE IT FROM YOUR MOBILE DEVICE.

The terms and conditions below limit our liability and obligations to you and allow us to change, suspend or terminate your access to and use of the Service at any time in our sole discretion. It is your responsibility to read the following terms and conditions:

The Service allows you to post, link, store, share and otherwise make available certain information, messages, communications, text, graphics, images, audio, video, or other material (“Content”). You are responsible for the content that you post to the Service, including its legality, reliability, and appropriateness.

You retain ownership rights in your Content. However, you hereby grant us a nonexclusive, worldwide, royalty-free, sublicensable and transferable license to use, reproduce, modify, adapt, publish, create derivative works from, distribute, perform and display your Content in connection with the Service.

The Service contains content owned or licensed by Open When (“Open When Content”). Open When Content is protected by copyright, trademark, patent, trade secret and other laws, and, as between you and Open When, Open When owns and retains all rights in the Open When Content and the Service. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights or notices incorporated in or accompanying the Open When Content.

Also, you will not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Open When Content.

With this Agreement, we grant you a limited, revocable, non-exclusive, non-transferable, non- sublicensable right to use the Service only for its intended use. We may terminate this license at any time for any reason whatsoever.
When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Your failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account.

You understand that you are entirely responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service. You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account. Open When will not be liable for any loss that you incur as a result of someone else using your account or your password.

You may not use as a username or nickname the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization, a name that is otherwise offensive, vulgar or obscene, or a name that deceives or otherwise misleads others to believe you are someone that you are not.
We reserve the right to monitor any and all communication through the Service.

    By using the Service, you understand and agree that the following behavior is strictly prohibited and/or illegal and is not permitted at any time while using the Service:
    • Using vulgar, offensive or obscene language.
    • Sending or requesting sexually explicit images or other offensive content.
    • Discussing or organizing illegal activity, such as how to obtain drugs or construct bombs.
    • Harassing, threatening, or embarrassing another user.
    • Infringing on another’s intellectual property, including, but not limited to, any copyright, trademark, rights of publicity, or other proprietary rights.
    • Impersonating or attempting to represent any employee of Open When or Open When itself.
    • Gambling activities, or the payment or acceptance of payments relating to gambling activities.
    • Solicitation or provision of advice as to taxes, the value of securities, or the advisability of investing in, purchasing, or selling securities or any other negotiable instruments.
    • Exploitation of a minor (anyone under the age of 18).
    • Using racially, religious or sexually offensive language.
    • Transmitting any virus, worm, Trojan Horse, or other harmful or disruptive component.
    • Engaging in any other conduct that would be considered a criminal offense, give rise to civil liability, or violate any law or regulation.
    • Invading the privacy of any other person.
You understand that if you cause or participate in any of the above-mentioned activities while using the Service, your account will be terminated and your actions may be reported to the proper authorities.
We are constantly updating our offerings of products and services on the Service. The products or services available on our Service may be described inaccurately, or unavailable, and we may experience delays in updating information on the Service and in our advertising on other web sites.

We cannot and do not guarantee the accuracy or completeness of any information, including availability and services. While we strive to ensure that the Service works as intended, we cannot and will not guarantee that our Services will work as intended and that messages will be sent and received as scheduled. We expressly disclaim any and all liability as a result of delayed, lost, or unsent messages or errors associated to the content or Services. We reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.

You understand that it is your responsibility to update the Application as new versions are released and that your failure to download a new version of the Application may prevent you from enjoying the most recent content and features. Open When shall not bear any responsibility or liability for your failure to update the Application.

Our Service depends on various factors such as software, hardware and communications networks, and other factors outside of its control. You understand that we do not guarantee that the Service will be uninterrupted or that it will be timely, secure and error-free.
Use of the Service is subject to the terms of our Privacy Policy found at www.openwhenapp.com, which is hereby incorporated into and made part of these Terms. Please carefully review our Privacy Policy. By using or accessing the Service, you agree to be bound by the terms of our Privacy Policy.
Our Service may contain links to or other content related to third-party web sites or services that are not owned or controlled by Open When.

Open When has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party web sites or services. We are not responsible for the availability or content of such third-party links, web sites, products or services. You further acknowledge and agree that Open When shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.
Open When respects the intellectual property of others. If you are a trademark or copyright owner and you believe that your rights have been violated in any way, please notify us of your claim of infringement by sending the following written information to our designated copyright agent:.

    • A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
    • Identification of the copyrighted work claimed to have been infringed or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
    • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
    • Information reasonably sufficient to permit us to contact you such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted;
    • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
    • A statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Our copyright agent for notice of claims of copyright infringement can be reached at:

Baiting Hollow Advisors, LLC
4175 Veterans Memorial Hwy. Suit #400
Ronkonkoma, NY 11779
hello@openwhenapp.com
We may terminate or suspend your access to the Service immediately, without prior notice or liability, for any reason whatsoever or for no reason at all, including, without limitation, if you breach the Terms.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account, you may simply discontinue using the Service.
We make no claim or representation that the Service is permitted, or lawful for use outside the United States. If you access or use the Service from a location outside the United States, you do so at your own risk and are responsible for compliance with the laws of the jurisdiction where you reside. You represent and warrant that (i) you are not located in a country that is subject to a United States Government embargo, or that has been designated by the United States Government as a “terrorist supporting” country; and (ii) you are not listed on any United States Government list of prohibited or restricted parties.

You agree that you will not use the Service for any prohibited purpose. It is your sole responsibility to ensure that your use of the Service complies with all laws, rules and regulations applicable to you.

In addition, you acknowledge that to use the Service, (i) the Content must be yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity.
You agree to defend, indemnify and hold harmless Open When, its licensees and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees), resulting from or arising out of or in connection with: (i) your use and access of the Service, by you or any person using your account and password; (ii) a violation or breach of these Terms or any other agreement that governs your use of the Service; (iv) a violation of any of your representations or warranties made to us, (v) a violation of any law or the rights of any third party, including, without limitation, any intellectual property right, publicity, confidentiality, property, or privacy right; or (vi) any user Content, third party content, third party sites and any other content which you posted or uploaded on the Service.
THE SERVICE IS PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER OPEN WHEN NOR ANY OF ITS SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, EMPLOYEES, MANAGERS, OFFICERS, OR AGENTS (COLLECTIVELY, THE “OPEN WHEN PARTIES”) MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE SERVICE; (B) OPEN WHEN CONTENT; (C) CONTENT; OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO OPEN WHEN OR VIA THE SERVICE. IN ADDITION, THE OPEN WHEN PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.

THE OPEN WHEN PARTIES DO NOT REPRESENT OR WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SERVICE OR THE SERVER THAT MAKES THE SERVICE AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES. THE OPEN WHEN PARTIES DO NO MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SERVICE IS ACCURATE, COMPLETE, OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE OPEN WHEN PARTIES DO NOT WARRANT THAT YOUR USE OF THE SERVICE IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE OPEN WHEN PARTIES SPECIFICALLY DISCLAIM SUCH WARRANTIES.

BY ACCESSING OR USING THE SERVICE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE.

THE OPEN WHEN PARTIES DO NOT ENDORSE CONTENT AND SPECIFICALLY DISCLAIM ANY RESPONSIBILITY OR LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE), INJURY, CLAIM, LIABILITY OR CAUSE OF ANY KIND OR CHARACTER BASED ON OR RESULTING FROM ANY CONTENT.
UNDER NO CIRCUMSTANCES WILL THE OPEN WHEN PARTIES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY DIRECT, INDIRECT, ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES) THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (A) THE SERVICE; (B) OPEN WHEN CONTENT; (C) CONTENT; (D) YOUR USE OF, INABILITY TO USE, OR THE PERFORMANCE OF THE SERVICE; (E) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE OPEN WHEN PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER PARTY’S USE OF THE SERVICE; (F) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (G) ANY ERRORS OR OMISSIONS IN THE SERVICE’S OPERATION; OR (H) ANY DAMAGE TO ANY USER’S COMPUTER, MOBILE DEVICE, OR OTHER EQUIPMENT OR TECHNOLOGY, INCLUDING, 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, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE OPEN WHEN PARTIES HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE SERVICE). IN NO EVENT WILL THE OPEN WHEN PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT WILL THE OPEN WHEN PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100.00).

BY ACCESSING THE SERVICE, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”

THE OPEN WHEN PARTIES ARE NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE THE OPEN WHEN PARTIES FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES.
Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.
You agree that any claim you may have arising out of or related to your relationship with Open When must be filed within one (1) year after such claim arose; otherwise, your claim is permanently barred.
You expressly agree that these Terms and any dispute arising out of these Terms or use of the Service shall be governed, construed, and enforced in accordance with the laws of New York, United States, without regard to its conflict of law provisions and excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). You further agree and consent to the exclusive personal and subject matter jurisdiction and venue of the state and federal courts located in Suffolk County, New York, for the resolution of any such dispute and you agree and submit to personal jurisdiction in such courts. In addition, you forever waive any argument or defense based on personal jurisdiction, venue, or forum non conveniens.
IN ANY DISPUTE, NEITHER YOU NOR ANY OTHER PERSON SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS AS A REPRESENTATIVE OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. YOU ACKNOWLEDGE THAT YOU ARE GIVING UP YOUR RIGHTS TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO ANY SUCH CLAIM.
Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. You may not assign your rights or obligations under this Agreement without our prior written consent and any attempt to do so without such consent will be null and void and given no force or effect. Open When may assign its rights under this Agreement without condition. These Terms constitute the entire agreement between us regarding the Service, and supersede and replace any prior agreements we might have between us regarding the Service.
We reserve the right, at our sole discretion, to modify or replace these Terms at any time, without notification. It is Your responsibility to review the latest Terms before you use the Service. By continuing to access or use the Service after new Terms become effective, you agree to be bound by the new Terms. If you do not agree to the new Terms, please stop using the Service.
If You have any questions about these Terms prior to accepting, please contact us at hello@openwhenapp.com.

Get exclusive updates about OpenWhen

Make your messages even more unique by adding images or drawings until your heart’s content.

We don’t share your personal information with anyone.

© 2017 by Direct Works Media. All rights reserved.

PRIVACY POLICY | TERMS OF USE