TERMS OF SERVICE Rev. Apr. 2020
The MemoryCo™ platform is an online interactive service and progressive web application offered by MemoryCo,
LLC (“we”, “us”, “our(s)”), where users can access, view, and play on-demand
games and activities to support their cognitive health and in some instances can themselves supplement those
offerings with personalized content. Through this platform and/or one or more of our websites (located at www.memoryco.org or as otherwise hosted by us, collectively, the “Websites”),
we provide you, the user, with access to information, resources and services, as well as to subscriptions to use
MemoryCo (collectively the “MemoryCo Services”).
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. THESE TERMS OF SERVICE ARE LEGALLY BINDING AND GOVERN YOUR ACCESS TO
AND USE OF THE MEMORYCO SERVICES.
- By using the MemoryCo Services, you acknowledge and agree to these Terms of Service, and confirm that
acknowledgement and agreement by indicating your acceptance as applicable. We reserve the right to update these
Terms of Service at any time by posting such changes on the Website through which you are accessing the MemoryCo
Services. All such changes will be effective from the date on which they are posted and your continued use of
the MemoryCo Services thereafter serves as your acceptance of such changes. You should check these Terms of
Service from time to time to read what changes have been made.
- When you sign up for a subscription as described on our Websites, you are purchasing a subscription
license to certain MemoryCo Services that are provided to you in exchange for a monthly fee (your “Subscription”).
Under your Subscription, you are granted a limited, non-sublicenseable, non-transferable, revocable license to
access and use the MemoryCo Services in accordance with these Terms of Service.
- You may not resell, copy, download, reproduce, modify, distribute, transfer, sublicense, or sell any MemoryCo
Services or create derivative works of the MemoryCo Services or any technology embodied in them; and you may not
use data mining, robots or similar data gathering or extraction methods in connection with your use of the
MemoryCo Services.
- You may not use the MemoryCo Services
- To publish Content that we deem unlawful, indecent, or objectionable, or that threatens or encourages bodily
harm or destruction of property, including Content that harms or harasses others, including minors, in any way;
- For illegal, deceptive, or fraudulent purposes, or in support of illegal, deceptive, or fraudulent activities,
including the infringement of others’ personal, privacy, and proprietary rights;
- To post advertisements or other commercial communications;
- To access or attempt to access the accounts of other users; or
- To penetrate or attempt to penetrate or compromise our platform, our Websites, or our security measures, or
those of other entities.
- Any use of the MemoryCo Services other than as expressly authorized in these Terms of Service is strictly
prohibited and will terminate the license granted in these Terms of Service.
- Subscriptions are available as follows:
- An Individual Subscription permits you, an individual, to access and use the MemoryCo Services for your
personal, individual use and to upload text, graphics, pictures, photographs, information, audio, video, or
other information or material of your choosing (“Content”) for use with those MemoryCo Services. By
uploading and using this Content, you represent that this Content and your use of it are lawful, do not
infringe or violate the rights of any person or entity (including without limitation privacy rights), do not
constitute harmful or malicious code, and do not violate these Terms of Service or any laws, rules, or
regulations. We assume no obligation but reserve the right at all times to edit, to refuse to upload or
post, or to remove any Content, in whole or in part, and in our sole discretion.
- A Standard Subscription permits you, a corporate entity, and your employees providing services to
seniors and/or to those with cognitive disabilities, to access and use the MemoryCo Services for use in
connection with your provision of those services. Uploading of Content is not permitted under this Subscription.
- A Premium Subscription permits you, a corporate entity providing services to seniors and/or to those
with cognitive disabilities, and your employees to access and use the MemoryCo Services for use in connection
with your provision of those services and to upload Content for use with those MemoryCo Services. By
uploading and using this Content, you represent that this Content and your use of it are lawful, do not
infringe or violate the rights of any person or entity (including without limitation privacy rights), do not
constitute harmful or malicious code, and do not violate these Terms of Service or any laws, rules, or
regulations. We assume no obligation but reserve the right at all times to edit, to refuse to upload or
post, or to remove any Content, in whole or in part, and in our sole discretion.
- Your Subscription fees and any associated taxes are billed immediately to your credit card upon
completion of your Subscription purchase through our Website(s) and then, if applicable, each month thereafter
during the term of your Subscription. You hereby authorize us to charge your credit card monthly for those
Subscription fees and taxes and will complete such other authorizations as we may require. If at any time during
your Subscription, your credit card or other method of payment is declined, we may limit your access to the
MemoryCo Services and/or terminate your Subscription. All amounts are due and payable in U.S Dollars.
- Your Subscription automatically renews month-to-month unless you cancel or we terminate your
Subscription.
If the fees we charge for your Subscription change, we will notify you prior to charging you.
- You may cancel your Subscription at any time by contacting us at info@memoryco.org,
for any or no reason. We may terminate your Subscription, without notice, effective immediately if you
breach any of these Terms of Use or fail to make payment, and with notice if we elect to cease making
Subscriptions commercially available. You will be responsible for the monthly subscription fee for the month in
which your Subscription terminates or is canceled.
- MEMBER ACCOUNT, PASSWORD, AND SECURITY.
- Subscriptions do, and other offerings may, require you to register for a
member account. If registration is requested, you agree to provide us with accurate, complete registration
information. Your registration must be done using your real name (or your legal name, if a corporate entity) and
accurate and complete information. You are solely responsible for preventing unauthorized use of all logins and
passwords associated with your member account.
- INTELLECTUAL PROPERTY.
- You acknowledge and agree that, with the exception of your Content, any and all games, programs,
designs, text, graphics, pictures, information, audio, video, data, software, other technology, and the
selection and arrangement thereof made available by us for your use in connection with the MemoryCo
Services, and the MemoryCo Services themselves, are our proprietary property (or that of our licensors)
and are protected by US and International copyright, trademark and/or other intellectual property laws,.
Any reproduction or redistribution of the MemoryCo Services not in accordance with these Terms of
Service is expressly prohibited by law and may result in civil and criminal penalties. Violators will be
prosecuted to the maximum extent possible.
- You may not display or use our trademarks, trade names, service marks, logos and brand features, or
product and service names (the “MemoryCo Marks”) without our prior written permission. All
other trademarks mentioned in conjunction with the MemoryCo Services (“Third Party Marks”)
are owned by their respective owners. You may not display or use in any manner any of the Third Party
Marks without express permission from its owner.
- If you believe that anything made available via the MemoryCo Services infringes upon any copyright that
you own or control, you may file a notification of such infringementunder the Digital
Millennium Copyright Act (“DMCA”) with our Designated Agent identified below. For
your complaint to be valid under the DMCA, you must provide the following information when providing
notice of the claimed copyright infringement:
- A physical or electronic signature of a person authorized to act on behalf of the copyright
owner;
- Identification of the copyrighted work claimed to have been infringed;
- Identification of the material that is claimed to be infringing or to be the subject of the
infringing activity and that is to be removed or access to which is to be disabled as well as
information reasonably sufficient to permit us to locate the material;
- Information reasonably sufficient to permit us to contact the complaining party, such as an
address, telephone number, and, if available, an electronic mail address;
- A statement that the complaining party has a good faith belief that use of the material in the
manner complained of is not authorized by the copyright owner, its agent, or law; and
- A statement that the information in the notification is accurate, and under penalty of perjury,
that the complaining party is authorized to act on behalf of the owner of an exclusive right
that is allegedly infringed.
For more details on the information required for valid notification, see 17 U.S.C. 512(c) (3). Under the DMCA,
claimants who make misrepresentations concerning copyright infringement may be liable for damages incurred as a
result of the removal or blocking of the material, court costs, and attorneys’ fees.
- If a notice of copyright infringement has been filed against you, you may file a counter notification
with our Designated Agent identified below. Such counter notification must contain the following information:
- A physical or electronic signature;
- Identification of the material that has been removed or to which access has been disabled and the
location at which the material appeared before it was removed or access to it was disabled;
- A statement under penalty of perjury that you have a good faith belief that the material was removed or
disabled as a result of mistake or misidentification; and
- Your name, address, and telephone number, and a statement that you consent to the jurisdiction of the
federal district court for the federal district in which you are located, and that you will accept
service of process from the complainant.
If we receive a valid counter notification, the DMCA provides that the removed material will be restored, or access
re-enabled.
Designated Agent:
titizali@memoryco.org
(323) 486-3626
MemoryCo LLC
Attn: Ali Titiz
2248 Saint Bernard Drive
Pine Mountain Club, CA 93222 USA
- PRIVACY POLICY. Please refer to our Privacy Policy for information on how we
collect,
use and
disclose personal information from our users.
- WARRANTY DISCLAIMER; LIMITATION OF LIABILITY. MEMORYCO SERVICES ARE PROVIDED TO YOU “AS IS” AND YOU
USE THEM AT YOUR OWN RISK. WE DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR
WRITTEN) WITH RESPECT TO MEMORYCO SERVICES, INCLUDING WITHOUT LIMITATION ANY AND ALL WARRANTIES OF
MERCHANTABILITY, ANY AND ALL WARRANTIES OF FITNESS OR SUITABILITY FOR ANY PURPOSE, AND ANY AND ALL WARRANTIES OF
NONINFRINGEMENT OR CONDITION OF TITLE. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE BE LIABLE
TO YOU OR ANY THIRD PARTY FOR LOSS OF REVENUE, LOSS OF PROFITS OR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY
OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THE MEMORYCO SERVICES, YOUR CONDUCT OR
THE CONDUCT OF ANY OTHER USERS, IREGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, EVEN
IF WE HAVE BEEN ADVISED OR ARE AWARE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL OUR TOTAL CUMULATIVE
LIABILITY EXCEED THE AMOUNTS RECEIVED BY US FROM YOU, IF ANY, FOR THE ACCESS TO AND USE OF THE MEMORYCO SERVICES
PROVIDED HEREUNDER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEEDING THE EVENT(S) GIVING RISE TO SUCH
LIABILITY.
- You shall defend, indemnify and hold us and our officers, directors, managers, members, employees and agents,
licensors, independent contractors, service providers and consultants, and their respective officers, directors,
employees and agents, harmless from and against any and all suits, actions, proceedings, at law or in equity,
claims, damages, payments, deficiencies, fines, judgments, settlements, liabilities, losses, costs and expenses,
including, but not limited to, reasonable attorney fees, costs, penalties, interest and disbursements caused by,
arising out of, resulting from, attributable to or in any way incidental to
- your use of the MemoryCo Services;
- your conduct;
- your violation of these Terms of Service, including any representation or warranty made by you;
- your violation of the rights of any third party; and/or
- any of your Content.
- GOVERNING LAW; VENUE. Any dispute arising under or in connection with the MemoryCo Services or these Terms of
Service shall be governed by, and construed in accordance with, the substantive laws of The Commonwealth of
Massachusetts, without regard to its conflict of laws principles. You agree that any claim or dispute you may
have against us must be resolved by a court located in The Commonwealth of Massachusetts, and you agree to
submit to the personal jurisdiction of such courts for the purpose of litigating all such claims or disputes. In
addition to any other relief awarded, if we prevail in any action arising out of your use of or access to the
MemoryCo Services then you will pay or reimburse us for reasonable attorneys’ fees and costs.
- Our failure to strictly enforce any provision of these Terms of Service and/or any other applicable policy will
not constitute a waiver of any such provision.
- ENTIRE AGREEMENT. These Terms of Service, our Privacy Policy, and your online order for a Subscription
collectively constitute the entire agreement between you and us concerning the MemoryCo Services and supersede
all prior communications and agreements relating to them.
- If any provision of these Terms of Service is or becomes or is deemed invalid, illegal or unenforceable under
the applicable laws or regulations of any jurisdiction, such provision will be deemed amended to the extent
practicable to conform to such laws or regulations without materially altering the intention of the parties
hereto.