Terms of Service
This Terms of Service (the “Terms”) is a binding agreement between you (”End User” or “you”) and Toldaly, LLC (“Toldaly”). These Terms govern your use of Toldaly’s website, Toldaly.com (the “Site”) and mobile application (the “App”) through the Site (together with the Site, and the App, the “Services”). The Services are licensed, not sold, to you.
BY CLICKING THE BOX TO INDICATE ACCEPTANCE, BY USING THE SITE, OR OTHERWISE USING THE SERVICES, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS; (B) REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY THESE TERMS AND THE Toldaly PRIVACY POLICY. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE SITE AND CEASE USE OF THE SERVICES.
- License Grant. Subject to these Terms, Toldaly grants you a limited, non-exclusive, and nontransferable license to use the Services for your personal, non-commercial use on devices owned or otherwise controlled by you (“Device(s)”) and to use the Services strictly in accordance with these Terms.
- Services. Toldaly provides a platform for you to upload personal stories about you, your family, friends and other loved ones (“Stories”) in various content forms, both to the general public, and privately groups that you may establish through your use of the services from time-to-time (a “Circle”). By sharing your individual Stories, your family, present and future, as well as friends and people you will likely never meet, will gain the opportunity to better understand you and the experiences you had in your lifetime. These Stories, whether shared only with your personal Circles or publicly, weave together the fabric of the human experience across generations, nationalities, and people groups.
- Modification to these Terms and the Services.
Toldaly may, at its sole discretion, change these Terms, including the Toldaly Privacy Policy, from time to time. If changes occur, we will notify you by email to the email affiliated with your account. Updated versions will never apply retroactively and will give the date they go into effect. We recommend that you check the Terms and Privacy Policy periodically for changes. Your continued use of the Services following the posting of any changes to the Terms means you accept those new terms.
Additionally, Toldaly reserves the right to modify, suspend, or discontinue the Services, whether temporarily or permanently at any time for any reason. You agree that Toldaly shall not be liable to you for any modification, suspension, or discontinuation of the Services. Some modifications may require updates to Site in order to continue to use the Services. Toldaly may also impose limits on certain features and services, restrict your access to parts or all of the Services, and suspend or terminate users without notice or liability.
- Communications
You consent to accept and receive communications from us, including e-mail. You may opt-out of receiving marketing communications by following the unsubscribe options we provide to you but some transactional messages are deemed to be part of the Services.
- Toldaly Account
You may access the Site without registering for an account, but as a condition of using certain aspects of the Services, including storage and transfer capabilities, you are required to create an Toldaly account (an “Account”).
You are solely responsible for maintaining the confidentiality of your account, password and/or any other means to access your account that Toldaly may provide from time-to-tome, and for restricting access to your devices and you hereby agree to accept responsibility for all activities, charges, and damages that occur under your Account. If you discover any unauthorized use of your Account, or other known account-related security breach, you must report it to Toldaly immediately. You agree that you are responsible for anything that happens through your Account until you close your Account or prove that your Account security was compromised due to no fault of your own. Toldaly cannot and will not be liable for any loss or damage arising from your failure to comply with this section.
You give Toldaly permission to show your username, profile picture, and information about your actions (such as likes) or relationships (such as follows) next to or in connection with accounts, ads, offers, and other sponsored content that you follow or engage with that are displayed on Toldaly, without any compensation to you. For example, we may show that you liked a sponsored post created by a brand that has paid us to display its ads on Toldaly. As with actions on other content and follows of other accounts, actions on sponsored content and follows of sponsored accounts can be seen only by people who have permission to see that content or follow.
- Payment.
While we may offer portions of the Services for free, we do charge for certain features of the Services, through the Site and the App. When paid by you, these payments are final and non-refundable. Toldaly, in its sole and absolute discretion, may offer credits or refunds on a case-by-case basis including, by way of example, in the event of an error with your order or in the amounts you were charged.
Toldaly will charge, and you authorize Toldaly to charge, the payment method you specify at the time of purchase. If you pay any amounts with a credit card, Toldaly may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has credit available for your intended purchase.
In the event collection efforts are required to obtain payment from you, to the extent permitted by law, you agree to pay all court costs, private process server fees, investigation fees or other costs incurred in collection and reasonable attorneys' fees incurred in the course of collecting any amounts you owe to Toldaly under this Agreement.
Toldaly reserves the right to establish, remove, and/or revise prices, fees, taxes, and/or surcharges for any or all services or goods obtained through the use of the Services at any time. Regardless of the cause, Toldaly reserves the right to charge the final price after checkout, including without limitation all applicable transaction taxes.
- License Restrictions. You shall not:
- use the Services in any way to monitor or evaluate the availability, performance or functionality of the Services for any competitive purpose, or perform or assist any other party to perform any benchmarking on the Services;
- use the Services for any illegal purpose, or in violation of any local, state, national, or international law or to promote the violation of any local, state, national, or international law;
- copy any portion of the Services, except as expressly permitted by this license;
- modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Services;
- reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Services or any part thereof;
- remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Services, including any copy thereof;
- use the Services to misappropriate intellectual property rights, or otherwise violate any intellectual property rights;
- use the Services to Sell, market or otherwise advertise any products without the express written permission of Toldaly;
- rent, lease, lend, sell, sublicense otherwise make available the Services, or any features or functionality of the Services, to any third party for any commercial reason, including by making the Site available on a network where it is capable of being accessed by more than one device at any time;
- remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Services;
- directly or indirectly take any action that imposes or may impose (as determined by Toldaly in its sole discretion) an unreasonable or disproportionately large load on Toldaly or its third-party providers’ infrastructure; interfere or attempt to interfere with the proper working of the Services or any activities conducted on the Services; run Mail list, Listserv, or any form of auto-responder or “spam” on the Services; or use manual or automated software, devices, or other processes to scrape any page of the Services;
- impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing);
- engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website, or expose them to liability;
- use the Services for the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
- create a false identity on the Services, misrepresent your identity, create a profile for anyone other than you, or use or attempt to use another account;
- sell, license or purchase a Toldaly account; or
- use the Services to post anything to that is untrue, incorrect, or misleading (as determined by Toldaly in its sole and absolute discretion), and not explicitly designated as fiction.
- use the Services to post objectionable content.
- user the Services to abuse other users.
Moreover, you shall not use or access the Services if:
- you are under the age of 18;
- you are a convicted sex offender;
- you have been prohibited from using any social media platform by any judgement or by law; or
- Toldaly has previously disabled your account for violation of our policies, judgements, or violations of law, and has not otherwise reinstated your access to the account or any of the Services.
If for any reason, Toldaly determines that you have failed to follow these rules, we reserve the right to prohibit or modify any and all current or future use of the Services by you. This includes deleting your Account, changing your username, adding clarifying notes to your User Content (as defined below) or transferring your account to another user. If we have reason to suspect, or learn that anyone is violating these Terms, we may investigate and/or take legal action as necessary including bringing a suit for damages caused by the violation. We reserve the right to investigate and take appropriate legal action, including without limitation, cooperating with and assisting law enforcement or government agencies in any resulting investigations of illegal conduct. Users found to participate in abusive behavior, or posting of objectionable content, will be immediately removed from Toldaly without explanation.
- Reservation of Rights. You acknowledge and agree that the Services, including the Site or the App, is provided under license, and not sold, to you. You do not acquire any ownership interest in the Services under these Terms, or any other rights thereto other than to use the Site, the App, and Services in accordance with the license granted, and subject to all terms, conditions, and restrictions, under these Terms. Toldaly, and its licensors and service providers, reserve and shall retain their entire right, title, and interest in and to the Services, Site, and any App, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in these Terms.
- Content and User Content
Through the Services, or via other users, may make accessible various content, including, but not limited to, videos, photographs, images, artwork, graphics, audio clips, comments, data, text, software, scripts, campaigns, other material and information, and associated trademarks and copyrightable works (collectively, “Content”). You have no rights in or to the Content other than as permitted herein to use or access the Services. Toldaly reserve the right to restrict the publication or use of any content on the Services without explanation at its sole and absolute discretion.
You retain your rights to any Content you submit, post or display on or through the Services (“User Content”). For any User Content that is covered by intellectual property rights (like photos or videos) that you provide on or in connection with our Service, you hereby grant to Toldaly a non-exclusive, royalty-free, transferable, sub-licensable, worldwide license to host, use, distribute, modify, run, copy, publicly perform or display, translate, and create derivative works of your content (consistent with your privacy and application settings) through the Services. This license will end when your content is deleted from Toldaly’s systems. You can delete content individually, and immediately, or all at once by deleting your account (email support@toldaly.com to request the deletion of your entire account). To learn more about how we use information, and how to control or delete your content, review the PRIVACY POLICY and visit the TOLDALY HELP CENTER. Toldaly requires your permission to host, back up, and share User Content. You hereby give Toldaly permission to do these activities, and this permission extends to our affiliates and trusted third parties with which Toldaly works.
Toldaly is committed to limiting content we deem divisive, brutal, outright hateful, demeaning, overtly sexual, or violent. While we do wish to be inclusive, our desire is to create a widely PG-13, or better, environment. Toldaly will, most likely, err on the side of decency over inclusion. Nudity, violence, discussion of harmful or illegal sexual activities in a manner that promotes such, stories that promote hatred of any people group, and similar narratives will be removed at our team’s sole discretion. In some cases, Stories may be permissible in a Circle but not publicly. We reserve the right to make such designations of any Story.
While Toldaly endeavors to do its best to keep the Services free of illegal and objectional Content, some materials could sneak through our screening software and processes, and rely on users like you to report any such objectionable content. You hereby waive any liability on the part of Toldaly for any injury alleged that arises from any Content posted on the Services by users.
Toldaly has chosen to limit comments on Stories. Comments are only available within Circles and can be controlled by the owner of the video and the administrator of the Circle(s) in which a Story is posted.
- Collection and Use of Your Information. You acknowledge that when you use the Services, Toldaly uses automatic means (including, for example, cookies and web beacons) to collect information about your Device and about your use of the Services. You also may be required to provide certain information about yourself as a condition to use the Services or certain features or functionalities. All information we collect through or in connection with these Terms is subject to the Toldaly Privacy Policy. By using the Services, you consent to all actions taken by us with respect to your information in compliance with the Toldaly Privacy Policy.
- Geographic Restrictions. The Content and Services are based in the United States and provided for access and use only by persons located in the United States. You acknowledge that you may not be able to access all or some of the Services outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you are responsible for compliance with local laws.
- Updates. Toldaly may from time to time in its sole discretion develop and provide updates to the Services, which may include upgrades, bug fixes, patches, other error corrections, and/or new features for any of the Services (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Toldaly has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. You agree that all Updates will be deemed part of the Services and be subject to all terms and conditions of these Terms.
- Third-Party Materials. The Services may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials”). You acknowledge and agree that Toldaly is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Toldaly does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
- Term and Termination.
The term of these Terms commences when you acknowledge your acceptance and will continue in effect until terminated by you or Toldaly as set forth in this section. You may cancel your account at any time through your account settings. We may suspend or cancel your account without notice to you for any reason or no reason at all, including but not limited to if you violate these Terms, you create risk or possible legal exposure for us, your account should be removed due to unlawful conduct, or our provision of the Services to you is no longer commercially viable. Toldaly reserves the right to remove your account information along with any account settings from our servers with NO liability or further notice to you. Upon termination of your account. your license to use Toldaly’s Services terminates.
- Transfer Account on Death. You agree to provide Toldaly with a designee to transfer your account to upon death. When a user dies, Toldaly will deliver any document or files on the user’s account to the designee. In the event that the designee has not survived the user or the user did not provide a designee, said account shall be transfer to the user's estate.
- Disclaimer of Warranties. THE SERVICES ARE PROVIDED TO YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, TOLDALY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SERVICES, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, TOLDALY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
- Limitation of Liability. EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED, IN NO EVENT SHALL TOLDALY, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF THE TOTAL AMOUNT PAID IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIMOR ONE HUNDRED U.S. DOLLARS ($100.00), WHICHEVER IS LESS. SOME STATES OR COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IN THESE JURISDICTIONS, TOLDALY’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
- Indemnification. You agree to indemnify, defend, and hold harmless Toldaly and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys’ fees, arising from or relating to your use or misuse of the Services or your breach of these Terms.
- Severability. If any provision of these Terms is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of these Terms will continue in full force and effect.
- US Government Rights. The Services are a "commercial product" as that term is defined at 48 C.F.R. § 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are used in 48 C.F.R. § 12.212. Accordingly, if you are an agency of the US Government or any contractor therefor, you receive only those rights with respect to the Services as are granted to all other end users under license, in accordance with (a) 48 C.F.R. § 227.7201 through 48 C.F.R. § 227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. § 12.212, with respect to all other US Government licensees and their contractors.
- Governing Law and Disputes. These Terms are governed by and construed in accordance with the internal laws of the State of Texas without giving effect to any choice or conflict of law provision or rule. Any dispute, claim or controversy arising out of or relating to Terms and our Privacy Policy or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate (a “Dispute”), shall be determined on an individual basis by arbitration in Dallas Texas before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those Rules. Judgment on the Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. In any arbitration arising out of or related to this Agreement, the arbitrator(s) shall award to the prevailing party, if any, the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with the arbitration. Class actions and class arbitrations are not permitted.
- Entire Agreement. These Terms, our Privacy Policy, and any statements or rules on the Services on your date of access constitute the entire agreement between you and Toldaly with respect to the Site and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Services.
- Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between these Terms and any applicable purchase or other agreement, these Terms shall govern.
- Contact. If you have any questions regarding these Terms, please use the TOLDALY HELP CENTER or contact us at[support@toldaly.com ].
Last Update: February 15, 2024