Terms of Use

Terms of Use

Thank you for your interest in these Terms of Use (the “Terms”). These Terms constitute a legal agreement between you and iactivatelove LLC (US) and LTD (UK) governing the use of www.iactivate.love (our “website”) and Activate our iOS and Android mobile application (our “App”) and both collectively our “Platform”.

 

1.     ABOUT US

1.1.   We are iactivatelove LLC (US) of 448 East 84^th Street, New York, NY 10028 and iactivatelove LTD (UK) of 35 Priory Crescent Southend-on-Sea, SS2 6JY, UK (“Activate”, “we”, “us”, or “our”). 

1.2.   To contact us, please use [email protected].

1.3.   These Terms were last updated on Monday, 27th of November, 2023, and are the current and valid version.

1.4. All services are fulfilled and this agreement is made with iactivatelove LLC. 

 

2.     GENERAL

2.1.   By using our Platform you are deemed to accept the following terms and conditions (“our Platform” means the whole or any part of our Platform, and include the layout of our Platform; individual elements of our Platform’s design; underlying code elements of the website; or text, sounds, graphics, animated elements or any other content of our Platform) operated by Activate.

2.2.   As you browse through our Platform you may access other websites that are subject to different terms and conditions. When using these other sites, you will be bound by the terms and conditions posted on those websites.

2.3.   Activate may change these Terms at any time without notice. Any amendment will be effective immediately. Your use of our Platform after any amendment constitutes an agreement by you to comply with and be bound by the amended terms and conditions. Accordingly, you should read these Terms from time to time for changes.

 

3.     ACKNOWLEDGEMENT

3.1.   Activate uses third party copyrighted works, such as photos, cartoons, video, likeness, logos and other material on its website or Platform on the basis of limited and transformative use in accordance with 17 U.S.C. § 107 (2021).

3.2.   Inclusion of Placeholder Profiles or Accounts on the Platform does not amount to an endorsement of Activate and creation of Placeholder Accounts does provide Activate with any benefit other than placement of a Placeholder Accounts on its Platform.

3.3.   Reference to any specific person, company, products, processes, or services by trade name, trademark, manufacturer, or otherwise on the Platform and/or Placeholder Account does not constitute or imply an endorsement, recommendation, or favoring by a specific person or company. Activate is not impersonating, does not imply any relationship nor is suggesting that a specific person or company depicted in a Placeholder Account is interacting with members in any capacity of any kind.

 

4.     USER RIGHTS AND INTELLECTUAL PROPERTY RIGHTS

4.1.   Our Platform is our copyright property. All rights are reserved.

4.2.   You are provided with access to it only for your personal and non-commercial use. Other than for these permitted purposes, and for the purposes of and subject to the conditions prescribed under statutes that apply in your location, you may not, in any form or by any means:

4.2.1.adapt, reproduce, store, distribute, transmit, print, display, perform, publish or create derivative works from any part of our Platform; or

4.2.2.commercialize any information, products or services obtained from any part of our Platform;

4.2.3.without our written permission.

4.3.   All rights in our Platform and the content on our Platform including copyright, design rights, source codes and any other intellectual property rights in any of the foregoing are reserved to Activate and/or their content and technology providers.

4.4.   All trade names, service marks and other product and service names and logos displayed on the website are proprietary to their respective owners and are protected by applicable copyright laws.

4.5.   Nothing contained on the website should be construed as granting any license or right of use of any other person’s or entity’s intellectual property which is displayed on our Platform without their express permission.

4.6.   You may not remove, change or obscure the Activate logo or any notices of proprietary rights on any content of our Platform.

 

5.     LINKS

5.1.   Our Platform may contain links to other websites solely for your convenience only and may not remain current or be maintained. Activate does not endorse, recommend or approve of any information, products or services referred to on such linked sites and assumes no responsibility for the contents of any other website to which our Platform offers links.

5.2.   You may not link the homepage or any other parts of our Platform without prior written consent from Activate.

5.3.   Your use of any link to a linked website is entirely at your own risk.

5.4.   Unless stated otherwise on our Platform, Activate has:

5.5.   no relationship with the owners or operators of those linked website; and

5.6.   no control over or rights in those linked websites.

 

6.     YOUR ACCOUNT

6.1.   By registering for an Account, you agree and acknowledge that:

6.1.1.you have read the terms set out in these Terms and agree to be bound by and comply with them; and

6.1.2.you shall ensure that all Users of your Account abide by these Terms.

6.2.   You are responsible for maintaining the confidentiality of your Account and you are responsible for all activities that occur under your Account.

6.3.   You agree that all actions carried out by any person through your Account shall be deemed to be an act carried out by you, and you shall ensure that all persons who have access to and use your Account are authorized to do so.

6.4.   We are not responsible for any loss, damage or liabilities arising as a result of or in connection with the wrongful, fraudulent or illegal use of your Account.

 

7.     UPLOADING CONTENT

7.1.   You irrevocably and unconditionally represent and warrant that any of your content uploaded to our Platform complies with our Privacy Policy, the Delaware Personal Data Privacy Act (“DPDPA”) the UK’s Data Protection Act (“DPA”) and the EU General Data Protection Regulation (“GDPR”) and any other applicable laws.

7.2.   You are fully responsible for your content uploaded to our Platform and Services. We will not be responsible, or liable to any third party, for:

7.2.1.the content or accuracy of any content or data uploaded by you, by us on your behalf, or any other user of our Platform; or

7.2.2.the loss of any content or data provided to us by you. You should keep a record of all such content and data.

7.3.   We will only use the content uploaded by you for the purposes of carrying out the Services, carrying out our obligations in this Agreement and any other purpose expressly set out in this Agreement or otherwise agreed between us. We will not otherwise disclose or distribute the content uploaded by you, save for when required by law, a court of competent jurisdiction or any governmental or regulatory authority.

7.4.   We may use the content uploaded by you for the purpose of data analytics. Any such content shall be anonymized and used only for the purposes of improving the Services and our response to users of the website.

7.5.   We have the right to disclose your identity to any third party claiming that any content posted or uploaded by you to our Platform constitutes a violation of their rights under applicable law.

 

8.     ACCEPTABLE USE POLICY

8.1.   You may use our Platform only for lawful purposes. You may not use our Platform:

8.1.1.in any way that breaches any applicable local or international laws or regulations;

8.1.2.in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;

8.1.3.to send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards as set out in our prevailing terms as amended from time to time; and

8.1.4.to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

8.2.   When sharing and submitting content to the website, please do not share and submit content that:

8.2.1.contains violence, ill-mannered, profane, abusive, racist, or hateful language or expressions, text, photographs, or illustrations that are pornographic or in poor taste, inflammatory attacks of a personal, racial, or religious nature.

8.2.2.is defamatory, threatening, disparaging, grossly inflammatory, false, misleading, fraudulent, inaccurate, unfair, contains exaggeration or unsubstantiated claims.

8.2.3.violates the privacy rights of any third party, is unreasonably harmful or offensive to any individual or community.

8.2.4.discriminates on the grounds of race, religion, national origin, gender, age, marital status, sexual orientation, or disability, or refers to such matters in any manner prohibited by law.

8.2.5.sends repeated messages and/or makes derogatory or offensive comments about another individual or repeats the same message under multiple emails or subjects.

8.2.6.Any submitted content that includes, but is not limited to the above, will be refused. If repeated violations occur, we reserve the right to cancel user access to the website without advanced notice.

8.3.   We do not assert any ownership over your content. You retain full ownership of all of your content and any intellectual property rights, or other proprietary rights associated with your content. We are not liable for any statements or representations in your content provided by you in any area on the website.

8.4.   You are solely responsible for your content to the website, and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your content.

8.5.   We operate a safe space for people to engage, learn, share, and network. We operate a zero-tolerance policy with regards to the abuse of our service users or staff. Personal or targeted insults, threats, obscene and aggressive comments directed at other service users or at staff will not be tolerated. Users who persist in engaging in this way may be excluded from our services. Please report any abusive posts or incidences of cyber-bullying to our admin.

 

9.     ASSUMPTION OF RISK

9.1.   Our Platform is provided for informational purposes only. You acknowledge and agree that any information posted on our Platform is not intended to be legal advice or financial advice, and no fiduciary relationship has been created between you and us.

9.2.   We do not assume responsibility or liability for any advice or other information given on the website.

 

10.  APPLE AND GOOGLE DEVICES LICENSE AGREEMENT

10.1.                The following terms apply when you use our App obtained from either the Apple’s, or Google’s store (each an “App Distributor”) to access our App:

10.1.1.   the License granted to you for our App is limited to a non-transferable License to use our App on a device that utilizes the Apple iOS or Google operating systems, as applicable, and in accordance with the usage rules set forth in the applicable App Distributor’s terms of service;

10.1.2.   We are responsible for providing any maintenance and support services with respect to our App as specified in the terms and conditions of this License or as otherwise required under applicable law, and you acknowledge that each App Distributor has no obligation whatsoever to furnish any maintenance and support services with respect to our App.

10.1.3.   you must comply with applicable third-party terms of agreement when using our App,

10.1.4.   you acknowledge and agree that the App Distributors are third-party beneficiaries of the terms and conditions in this License, and that each App Distributor will have the right (and will be deemed to have accepted the right) to enforce the terms and conditions in this License against you as a third-party beneficiary thereof.

 

11.  TERMS OF SALE

11.1.                OUR PRODUCTS

11.1.1.   These Terms of Sale apply to all offers and contracts relating to the sale of our merchandise and include the delivery of our products. Please note that all orders are fulfilled exclusively through iactivatelove LLC (US) and that certain limitations (including certain consumer rights) depending on your country of residence may apply.

11.1.2.   The images of the Products on our Platform are for illustrative purposes only. Although we have made every effort to display the colors and details accurately, we cannot guarantee that your computer’s display of the colors and details accurately reflect the Products.

11.1.3.   Your Products may vary slightly from those images.

11.1.4.   All Products shown on our Platform are subject to availability. We will inform you by email as soon as possible if the Product you have ordered is not available and we will not process your Order if made.

11.2.                ELIGIBILITY

11.2.1.   You may only purchase Products from our Platform if you are at least 18 years old.

11.2.2.   We intend to rely upon these Terms in relation to the Contract between you and us.

11.2.3.   We only accept responsibility for our statements and representations on our Platform and not for any statements made by third parties.

11.2.4.   Nothing in these Terms affects your statutory rights. Those rights include your right to receive products which match their description, are of satisfactory quality and are reasonably fit for purpose.

11.3.                HOW THE CONTRACT IS FORMED

11.3.1.   The Contract is subject to these Terms to the exclusion of all other terms and conditions (including any terms and conditions you purport to apply in any Contract).

11.3.2.   A Contract shall not be effective until we have issued written acknowledgement and acceptance of such Contract (notwithstanding any earlier confirmation of receipt).

11.3.3.   We may in our sole discretion decline any order placed by you.

11.3.4.   No change or modification of the Contract shall be allowed after acceptance by us unless accepted in writing by us.

11.3.5.   If there is any conflict between the prices indicated online and our acknowledgement of the Contract, then the latter shall take precedence.

11.4.                PRODUCTS DESCRIPTIONS AND PRICES

11.4.1.   We do our best to ensure that the information about our products is accurate and up to date. However, we do not guarantee that there will be no errors in the description and/or pricing of the Products, or that Products will always be available if you wish to place an Order to purchase them.

11.4.2.   We reserve the right to modify the information about Products displayed on our Site, including as regards prices, description and availability. However, such changes will not affect Orders for which you have already received an Order Receipt email.

11.4.3.   The price of a Product includes VAT or equivalent local sales tax where applicable at the applicable current rate. However, if the rate of VAT or local sales tax changes between the date of your Order and the date of delivery, we will adjust the VAT or local sales tax you pay, unless you have already paid for the Products in full before the change in VAT or local sales tax takes effect.

11.4.4.   The price of a Product does not include delivery charges. Our delivery charges are as quoted on our Platform from time to time. To check relevant delivery charges, please refer to our checkout page.

11.5.                WHEN ORDERS ARE NOT ACCEPTED

11.5.1.   While we do our best to always accept Orders, we could however refuse an Order in certain cases, for example if: you provide us with incomplete, incorrect or fraudulent information regarding your identity, age, payment details, billing information, shipping address; we discover that there was an error on our Platform relating to the Products you ordered, for example as regards the price or description displayed the Products you ordered are unfortunately out of stock or no longer available; We have reasonable grounds to believe that you intend to resell the Products.

11.5.2.   If we cannot accept your Order we will contact you by email as soon as possible but in any case no later than 30 days from the date of your Order.

11.5.3.   If we cannot accept your Order because the Products are no longer available, or because of an error in the price and/or other information on our Site, we will refund you any money you may have already been charged for such Products.

11.6.                CANCELLATION OF ORDERS

11.6.1.   We reserve the right to cancel, at any time before delivery and for whatever reason, an Order that it has previously accepted. We may do this for example, but without limitation, where:

11.6.1.1.        an event beyond our control, such as storm, fire, flood or failure of computer systems, means that we are unable to supply the Products within a reasonable time;

11.6.1.2.        Products ordered were subject to an error on the website, for example, in relation to a description, price or image, which was not discovered prior to the Order being accepted;

11.6.1.3.        you ask us to cancel your Order.

11.6.2.   You may cancel your Order where we have breached a material term of this Agreement; or were are not able to deliver your Order within a reasonable time of the estimated delivery time, other than a result of any delay:

11.6.2.1.        for which you are wholly or partly responsible such as a failure to provide the correct delivery address or to pay for the Products; or

11.6.2.2.        which was outside our control.

11.6.3.   Where we cancel your Order after acceptance it will send you an email notifying you of cancellation.

11.6.4.   In the event we or you are canceling your Order after payment has been processed, we will refund any money paid in respect of that Order, typically within 14 days.

11.6.5.   Except to the extent otherwise required by law or as expressly set out in these Terms, we will not be liable to you, or any other person, for any loss, damage, cost or expense suffered as a direct or indirect result of cancellation of your Order, whether in contract, negligence or any other tort, equity, restitution, strict liability, under statute or otherwise at all.

11.7.                AVAILABILITY OF PRODUCTS

11.7.1.   You acknowledge and agree that, from time to time, certain Products may be out of stock or unavailable.

11.7.2.   We reserve the right to withdraw or suspend from sale any Products displayed on the website, either temporarily or permanently, at any time without notice to you. Except to the extent otherwise required by law, we will not be liable to you, or any other person, for any loss, damage, cost or expense suffered as a direct or indirect result of the unavailability of any Products at any time, whether in contract, negligence or any other tort, equity, restitution, strict liability, under statute or otherwise at all.

11.8.                PASSING OF RISK AND TITLE

11.8.1.   The risk in the Product shall pass to you on delivery. The full legal, beneficial and equitable title to the Product shall remain vested in us (even though they have been delivered and risk has passed to you) until we give written notice to you to pass legal and beneficial ownership of the Product to you or, if earlier:

11.8.1.1.        payment in full, in cash or cleared funds, for all the Product has been received by us; and

11.8.1.2.        all other money payable by you to us or under the Contract or any other contract or order has been received by us.

11.8.2.   Our rights and remedies set forth herein are in addition to and shall not in any way prejudice, limit or restrict any of our other rights or remedies under the Contract or in law or equity. We shall be entitled to maintain an action against you for the price of the Product notwithstanding that legal, equitable and beneficial title to and property in the Product has not passed to you.

11.9.                DELIVERY

11.9.1.   We aim to fulfill your Order by the estimated delivery date set out in the Dispatch Confirmation, unless there is an Event Outside Our Control.

11.9.2.   In any event we will deliver the Products within 30 days of your Order.

11.9.3.   Delivery will be completed when we deliver the Products to the address you gave us.

11.9.4.   In the event that we incur extra delivery or storage charges because no one is available at your address to take delivery, you will be expected to pay for such charges.

11.9.5.   The Products will be your responsibility from the completion of delivery.

11.9.6.   For the avoidance of doubt, you own the Products once we have received payment in full, including all applicable delivery charges.

11.9.7.   If you order Products from our Platform for delivery to an overseas destination outside, your Order may be subject to import duties and taxes which are applied when the delivery reaches that destination. Please note that we have no control over these charges and we cannot predict their amount.

11.9.8.   You will be responsible for payment of any such import duties and taxes. Please contact your local customs office for further information before placing your Order.

11.9.9.   You must comply with all applicable laws and regulations of the country for which the Products are destined. We will not be liable or responsible if you break any such law.

11.10.             OUR RIGHT TO VARY THESE TERMS

11.10.1.We reserve the right to revise these Terms at any time.

11.10.2.Revisions will only be made when necessary to comply with a change in relevant laws or regulatory requirements, or to facilitate a change in business process or procedure.

11.10.3.Every time you order Products from us, the Terms in force at that time will apply to the Contract between you and us.

11.10.4.Whenever we revise these Terms, we will keep you informed and give you notice of this by stating that these Terms have been amended and amending the relevant date at the top of this page.

11.11.             OUR LIABILITY TO YOU

11.11.1.If we fail to comply with these Terms, we are responsible for the loss or damage you suffer that is a foreseeable result of our breach of these Terms or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if they were an obvious consequence of our breach or if they were contemplated by you and us at the time we entered into the Contract.

11.11.2.We only supply the Products for domestic and private use. You agree not to use the product for any commercial, business or resale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

11.11.3.We do not in any way exclude or limit our liability for:

11.11.3.1.     death or personal injury caused by our negligence;

11.11.3.2.     any breach of the terms to title and quiet possession;

11.11.3.3.     any breach of the terms to satisfactory quality, fitness for purpose and description; and

11.11.3.4.     defective products.

11.12.             RETURNS

11.12.1.All Sales Are Final. We do not offer refunds.

11.12.2.No Returns or Exchanges. We do not offer any kind of returns (except defective products) or exchanges.

11.12.3.Refunds will be processed within 30 days. Where exchange rates of currency are involved, the Refund will be made in the currency used when you paid for the order. Surprise Castle does not accept responsibility for any loss or gain caused by changes in the exchange rate between the time of Ordering and the time of issuing the Refund.

 

12.  PROHIBITED USES

12.1.                You may use our Platform only for lawful purposes. You may not use our Platform:

12.1.1.   in any way that breaches any applicable local or international laws or regulations;

12.1.2.   in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;

12.1.3.   to send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards as set out in our prevailing terms and conditions as amended from time to time; and

12.1.4.   to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

12.2.                You also agree:

12.2.1.   not to reproduce, duplicate, copy or re-sell any part of our Platform in contravention of the provisions of our Terms; and

12.2.2.   not to access without authority, interfere with, damage or disrupt:

12.2.3.   any part of our Platform;

12.2.4.   any equipment or network on which our Platform is stored;

12.2.5.   any software used in the provision of our Platform; or

12.2.6.   any equipment or network or software owned or used by any third party.

 

13.  LIMITATION OF LIABILITY

13.1.                We are not liable for the completeness, accuracy or correctness of any information uploaded on our Platform and any related content. You expressly agree that your use of the Services and our Platform is at your sole risk.

13.2.                You agree not to use the Services, our Platform and the related content for any resale purposes, and we have no liability to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with these Terms (including but not limited to the use of, or inability to use, the Services, our Platform or any other website or software) for: loss of profits, sales, business, or revenue; business interruption; loss of anticipated savings; loss or corruption of data or information; loss of business opportunity, goodwill or reputation; or any other indirect or consequential loss or damage.

13.3.                Nothing in these Terms shall limit or exclude our liability for: death or personal injury resulting from our negligence; fraud; and/or any other matter in respect of which we are prohibited under applicable law from limiting or excluding our liability.

13.4.                These terms set out the full extent of our obligations and liabilities in respect of the supply of the Services and our Platform. Except as expressly stated in these Terms, there are no conditions, warranties, representations, or other terms, express or implied, that are binding on us. Any condition, warranty, representation, or other term concerning the supply of the Services and our Platform which might otherwise be implied into, or incorporated in, these Terms whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

 

14.  OTHER IMPORTANT TERMS

14.1.                We may transfer our rights and obligations under these Terms to another organization, but this will not affect your rights or obligations under these Terms.

14.2.                You may only transfer your rights or your obligations under these Terms to another person if we agree in writing.

14.3.                No joint venture, partnership or agency or employment relationship has arisen by reason of these Terms.

14.4.                These Terms and any document expressly referred to in it constitutes the entire agreement between us regarding their subject matter, and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to that subject matter. You agree that you shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms or any document expressly referred to in it. You agree that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these Terms or any document expressly referred to in it.

14.5.                If we fail to insist that you perform any of your obligations under these Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

14.6.                Each of the conditions of these Terms operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

14.7.                These Terms, its subject matter and its formation, and any other disputes or claims in connection therewith, are governed by the laws of the State of Delaware and England and Wales, as applicable.

14.8.                If a dispute, controversy, or claim arises out of or relates to this Agreement or the breach thereof, and if the dispute cannot be settled through negotiation the Parties agree first to try in good faith to settle the dispute by mediation, or a similar dispute resolution service in a place and format determined by Activate. If the Parties are unsuccessful at resolving the dispute through mediation, the Parties agree to arbitration, or a similar dispute resolution service. Judgment on the Award may be entered in any court having jurisdiction.

 

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