Soulside, Inc. ("Soulside") provide a digital platform (the "Support Platform") on which certain Group Members (as defined below) may join certain support groups, each group consisting of a small number of Group Members ("Group"), in order to exchange and discuss certain life challenges each Group Member is experiencing (as may be determined by Soulside from time to time), with other Group Members who are experiencing similar challenges. Most Groups are facilitated by a group facilitator provided by Soulside (the "Group Facilitator").
These terms of use ("TOU") govern the legal terms of the websites of Soulside at domains www.soulside.com (the "Site"), as well as of the Support Platform and mobile app and of any services provided therein or there through, including but not limited to Group Meetings and Peer Group Meetings, as defined below ("Platform Services", together with the Site and the Support Platform, the "Services"), and certain text, articles, information, graphics, video, pictures, documents to be downloaded, messages, contributions and discussions, and any other content available on and/or through the Services, as well as any additional Group content (collectively, "Content"), which are made available to you ("User"). The TOU, together with Soulside privacy notice, available at www.soulside.com ("PN"), constitutes the entire and only agreement between Soulside and User, and supersede all other agreements, representations, warranties, and understandings with respect to the Services and the Content and the subject matter contained therein.
By attempting to use and/or by using the Site and/or the Content, or any part thereof, User agrees to fully comply with and to be bound by the TOU and PN. If User does not accept the TOU or the PN, User must not access and use the Site and/or the Content, or any part thereof, and/or immediately stop any use of the Site and/or the Content.
Soulside may, from time to time modify the TOU and/or PN. Any modified TOU and/or PN will be effective upon being posted on the Site. If User does not agree to the TOU as amended, User must stop using the Site and/or the Content. Soulside will notify the User via the Services regarding material changes in the TOU. User is advised that if User does not terminate all use of the Services and/or the Content, or any part thereof, User will be deemed to have accepted the TOU, as amended.
NO MEDICAL OR EMERGENCIES SERVICES.
IN CASE YOU SHOULD EXPERIENCE ANY KIND OF MEDICAL SITUATION OR CRISIS (WHETHER MENTAL OR PHYSICAL, EMERGENCY OR OTHERWISE) OR IN CASE YOU SHOULD FEEL SUICIDAL, PLEASE DIAL 911 OR THE SUICIDE HOTLINE DISPLAYED ON THE SITE IMMEDIATELY. SOULSIDE DOES NOT PROVIDE ANY KIND OF MEDICAL SERVICES OR EMERGENCY SERVICE
NO PSYCHOLOGICAL ADVICE.
IN CASE YOU ARE SEEKING PROFESSIONAL PSYCHOLOGICAL COUNSELING, PLEASE REFER TO A PSYCHOTHERAPIST OR A PSYCHOLOGIST. PLEASE NOTE THAT SOULSIDE DOES IN NO WAY PROVIDE ANY PSYCHOLOGICAL ADVICE. THE SUPPORT PLATFORM IS A PLATFORM ON WHICH GROUP MEMBERS FACING SIMILAR CHALLENGES MAY EXCHANGE THEIR EXPERIENCES, WHILE BEING MODERATED BY A GROUP FACILITATOR. EVEN IF SUCH GROUP FACILITATOR MIGHT BE A PSYCHOLOGIST OR A CLINICAL SOCIAL WORKER, ON THE SUPPORT PLATFORM THE GROUP FACILITATOR WILL SOLELY HOLD THE POSITION OF A GROUP FACILITATOR, AND WILL NOT PROVIDE ANY PSYCHOLOGICAL ASSISTANCE OR ANY OTHER TYPE OF THERAPY.
Representations.
By using the Services and/or the Content User represents that (i) User is not under 18 years of age; (ii) User is authorized to use the Services and the Content; (iii) User agrees to be bound by the terms of this TOU; (iv) its use of the Services and the Content does not conflict any law applicable to User; and (v) User hereby acknowledges that Soulside does not in any way represent, warrant or guarantee any specific outcome or result of User's use of the Services (including that Soulside does not warrant that User will actually obtain any help, assistance, and/or support, or that User will experience any actual improvement with respect to or obtain any solution for User's life challenges on the Support Platform), and User further acknowledge that Soulside does not have any liability with respect to any outcome or result of User's use of the Services, and User waives any claims with respect to any such outcome or result.
Account.
In order to access the Services, User must first enroll to establish an individual Group Member account ("Account"), by providing certain information. User agrees that User will not create more than one Account, or create an Account for anyone other than User without first receiving permission from the other person.
User agrees to: (i) provide true, accurate, current and complete information about User; and (ii) maintain and promptly update such Account information to keep it true, accurate, current and complete, at all times.
User shall at all times remain responsible for maintaining the confidentiality of User's Account password and username (if any) and any other security information related to User's Account. Soulside will not be liable for any loss that User incurs as a result of someone else accessing and using User's Account, either with or without User's knowledge.
It shall be clarified that neither Soulside nor its affiliates are under any obligation to respond to any messages posted on the Services. User is solely responsible for the information or material User posts on the Services.
Join a Group.
In order to join a group, User shall register an account first, by entering their email address, click the "Get Started", and submit the typeform that appears after. Soulside may at its sole discretion decide whether to send User an invitation to join the Group via email (the "Invitation"), or not. In case User does not receive an Invitation to join the Group, this means that User is not invited. Soulside is not obligated to provide User their decision or any reasoning in writing or in any other form. User who are invited to join a group shall receive an Invitation sent by an Soulside facilitator. User shall join the group by going to the zoom call link at the specified date and time listed in the email.
It shall be clarified that the receipt of an Invitation does not constitute a registration to the Group. Rather, the Invitation is a demand for payment of the first month of User's joining the Group. After User paid and Soulside received the amount of money, as provided in the Invitation, in accordance with the payment terms (or as otherwise provided in the Invitation, at Soulside's sole discretion). A registered User shall be referred to as a "Group Member".
A Group Member is entitled to participate in the weekly meetings of the Group ("Meeting"), subject to the terms hereof, and the guidelines which might be provided in the Services and/or by Soulside and/or the Group Facilitator from time to time.
Group Member may request, and the Group Facilitator may at its sole discretion choose to enter into communication, via the phone or other digital communication tools, with any Group Member outside the Group, and outside a Meeting, if requested to do so by a Group Member or at its own initiative, in order to discuss issues arising in the Group. It shall be clarified that such communication ("External Communication") is subject to the TOU and the PN, and the provisions of the TOU and the PN shall apply mutatis mutandis to such External Communication.
In order to continuously improve the quality of Meeting, Soulside may record a Meeting and conduct analysis for quality assurance purposes, on a need basis.
Payment.
As provided above, payment shall be conducted in accordance with the terms of the Invitation, on a timely basis, and in accordance with the fee schedule, and the terms and rates published by Soulside from time to time(collectively, "Payment Terms"). Such fees and charges (including any taxes and late fees, as applicable) may be charged to the credit card Group Member provided during the initial setup of Group Member's Account. Group Member agrees to maintain valid credit card information in Group Member's Account. By providing Soulside with credit card information Group Member authorizes Soulside to bill and charge Group Member's credit card in accordance with Soulside's Payment Terms.
It shall be clarified that payment shall be made each month up-front & renewed automatically, in accordance with Soulside' Payment Terms.
Restrictions of Use.
By logging in to the Services the Group Member undertakes and represents: (i) to strictly comply with the Support Platform's code of conduct, as attached hereto as Exhibit A; (ii) not to access or use the Services in an unlawful way or for an unlawful or illegitimate purpose or in any manner that contravenes these TOU.
Group Member agrees that any kind of content provided and/or exchanged between the Group Members and/or the Group Facilitator is confidential. Group Member undertakes and warrants not to disclose and/or share with any third party any such content, and to keep any such content strictly confidential, both during the participation in the Meeting and at any time thereafter.
While using the Services Group Member shall act and behave in a respectful and polite way towards the Group Facilitator as well as towards the other Group Members. Group Member shall in no way act depreciative, insulting or offensive or in any other improper way while participating in a Meeting or while otherwise using the Services.
User shall not post, use, store or transmit (i) a message or information under a false name (e.g. under the nickname of another Group Member); (ii) information that is unlawful, libelous, defamatory, obscene, fraudulent, predatory of minors, harassing, threatening or hateful to any person; or (iii) information that infringes or violates any of the intellectual property rights of others or the privacy or publicity rights of others.
User shall not and shall not attempt to disrupt the operation of the Services in any way, including through use of viruses, Trojan horses, worms, time bombs, spamming, or the like.
User shall not attempt to gain unauthorized access to any user accounts or computer systems or networks or mobile devices, through hacking, password mining or any other means. User shall not use any robot, scraper or other means to access the Services for any purpose.
User shall not use the Services in any manner that could damage, disable or impair the Services.
It shall be clarified that Group Facilitator and/or Soulside, at their sole discretion, may block any User and/or Group Member form participating in a Group or from using the Services at any time.
Termination.
Group Member may terminate the TOU and its participation in the Group at any time upon written notice to the Soulside and/or by terminating the monthly recurring payment (on the designated field on the Support Platform) ("Termination Notice"), and by leaving the Services.
It shall be clarified that in case of termination by the Group Member, the Group Member shall not be entitled to any kind of refund from Soulside. In case Soulside receive the Termination Notice or cancelation within three (3) business days prior to the monthly billing date (in accordance with Soulside's Payment Terms), Soulside will not charge the Group Member for the month following the receipt of the Termination Notice.
Soulside reserves the right to terminate the Services at any time, in Soulside's sole discretion, with or without notice, for any or no reason.
In case of termination by Soulside before the end of the month for which Group Member has already paid, Group Member shall be entitled to refund of such payment, unless Soulside terminated for cause, as determined in Soulside's sole discretion. It shall be clarified that a refund hereunder shall be Group Member's sole right and remedy, if any, in case of termination by Soulside.
In case Soulside and/or the Group Facilitator cancel or postpone a Group Meeting, Group Member is not entitled to any refund. Soulside will hold the Group Meeting at a difference time, at Soulside's sole discretion.
In case Soulside replaces a certain Group Facilitator by another Group Facilitator, Group Member is not entitled to any refund.
Without derogating from anything herein, Soulside reserves the right, at any time, in Soulside's sole discretion, to change the Services, to block User's access to the Services and/or to stop (permanently or temporarily) providing, to terminate or disable User's use of the Services, for any or no reason, with or without prior notice to User or Group Member. Soulside will not be responsible if, for any reason, all or any part of the Services or Content is unavailable.
Intellectual Property.
All title, ownership rights, and intellectual property rights (including all copyrights, patents, trade secret rights and trademarks) in and to the Services and the Content (except for the Third Party Content - as defined below), shall remain in Soulside, its affiliates, or their respective licensors, if any. User agrees that nothing contained in the Services and/or the Content shall be construed as granting a license to use any intellectual property right with respect to the Services and/or the Content, except as explicitly provided herein.
User agrees not to reproduce, retransmit, distribute, disseminate, sell, publish, broadcast, disclose, or circulate any Content received on and/or through the Services to any third party.
Subject to the terms of this Agreement, Soulside hereby grants Group Member a personal, non-exclusive, revocable, limited, and non-transferable license to use the Services to the extent, and only to the extent, necessary to access and use the Support Platform in accordance with the terms hereof, all subject to the compliance of User with the terms hereof, and with any guidelines or policies, as may be provided by Soulside and/or the Group Facilitator, from time to time.
The license granted herein does not permit User to, and User agrees not to: (i) modify, translate, reverse engineer, disassemble, decompile or create derivative works of the Content and/or the Services, or allow any third party, whether directly or indirectly (including, but not limited to the direct or indirect use of wizards, agents, bots, or the like), to modify, translate, reverse engineer, disassemble, decompile or create derivative works of the Content and/or the Services; or (ii) transfer, distribute, sell, lease, rent, disclose or provide access to the Services to any third party or use the Services to provide any services to third parties.
Soulside is always pleased to hear from its Users, and welcome their comments or suggestions ("Feedback"). When Soulside refers to "Feedback" herein, Soulside means: any comment, or suggestion made either on the Site or via the Services to Soulside. With regard to such Feedback User represents and warrants that (i) such Feedback is non-confidential and non-proprietary and will be treated as non-confidential and non-proprietary; (ii) Soulside is entitled to unrestricted use or disclosure of the Feedback for any purpose whatsoever, all without compensation to the User or the Group Member that submitted the Feedback.
Third Party Content.
The Site and the Content may contain icons and links to third party websites ("Third Party Websites"), as well as other content from third parties (collectively "Third Party Content"). The inclusion of Third Party Websites and/or Third Party Content within the Site and/or the Content does not constitute any endorsement, guarantee, warranty, or recommendation of such third party websites. Soulside has no control over the terms of use and privacy policies of third party websites and User accesses any such third party website at User's own risk.
Without derogating from the generality of the above, when clicking on certain social media links provided on the Site (e.g. Twitter, Facebook, and Pinterest) User will be transferred to Soulside's sites on such social media ("Social Media Sites"). It shall hereby be clarified that such Social Media Sites are governed by the terms of use and privacy policy of the respective social media and not by Soulside.
Each User and/or Group Member agrees upon Soulside's first demand to indemnify, defend, and hold Soulside and its affiliates, licensors, officers, directors, employees, consultants, agents and representatives (collectively, "Affiliates") harmless from any and all claims, losses, damages, liabilities, actions, or demands, and associated costs and expenses (including without limitation attorneys' fees) arising out of User's: (i) use of the Site and/or the Content and/or Free Support Tools; (ii) use of any Third Party Content and/or any other interaction with third parties through the Services; (iii) violation of the terms hereof; (iv) violation of any Group Member's confidential information; or (iv) violation of any third party's rights. Soulside reserves the right, at such User's expense, to assume the exclusive defense and control of any matter of indemnification by User hereunder. User shall cooperate fully as reasonably required in the defense of any claim.
Disclaimer and Warranties.
EACH USER UNDERSTANDS AND AGREES THAT USER'S USE OF Soulside's SERVICES AND/OR CONTENT ARE AT USER'S OWN RISK. SOULSIDE SERVICES AND CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. SOULSIDE AND ITS AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON INFRINGEMENT. SOULSIDE AND ITS AFFILIATES MAKE NO WARRANTY THAT (i) THE SERVICES AND/OR THE CONTENT AND/OR FREE SUPPORT TOOLS WILL MEET USER'S EXPECTATIONS; (ii) THE SERVICES AND/OR THE CONTENT AND/OR FREE SUPPORT TOOLS WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE; AND (iii) ANY ERRORS IN THE SERVICES AND/OR THE CONTENT AND/OR FREE SUPPORT TOOLS WILL BE CORRECTED. ANY CONTENT AND/OR THE SERVICES AND/OR FREE SUPPORT TOOLS ARE ACCESSED AT USER'S OWN DISCRETION AND RISK, AND USER WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVES ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE THAT RESULTS FROM THE SERVICES, THE CONTENT, THE FREE SUPPORT TOOLS AND/OR THE DOWNLOAD THEREOF, INCLUDING BUT NOT LIMITED TO ANY VIOLATION OF THE USER'S CONFIDENTIAL INFORMATION, ANY DAMAGE TO THE SERVICES OR ANY COMPUTER SYSTEM, ANY MOBILE DEVICE, ANY LOSS OF DATA, OR ANY IMPROPER USE OR DISCLOSURE OF INFORMATION ON THE SERVICES CAUSED BY USER OR ANY PERSON USING USER'S LOG IN CREDENTIALS. NO INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY USER FROM SOULSIDE OR THROUGH OR FROM THE SERVICES AND/OR THE CONTENT AND/OR FREE SUPPORT TOOLS SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOU. SOULSIDE CANNOT AND DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY LOSS, DAMAGES OR LIABILITIES ARISING FROM THE FAILURE OF ANY TELECOMMUNICATION INFRASTRUCTURE, OR THE INTERNET, OR FOR USER'S MISUSE OF ANY HEALTH INFORMATION, ADVICE, IDEAS, INFORMATION, INSTRUCTIONS OR GUIDELINES ACCESSED THROUGH THE SERVICES.
Limitation of Liability.
IN THE EVENT OF ANY PROBLEM WITH THE SERVICES AND/OR THE CONTENT AND/OR FREE SUPPORT TOOLS, USER AGREES THAT USER'S SOLE REMEDY IS TO CEASE USING THE SERVICES AND/OR THE CONTENT AND/OR FREE SUPPORT TOOLS. UNDER NO CIRCUMSTANCES SHALL SOULSIDE, OR ITS AFFILIATES, INCLUDING WITHOUT LIMITATIONS, THE GROUP FACILITATOR AND/OR THE PEER GROUP FACILITATOR, IN ANY WAY FOR USER'S USE OF THE SERVICES AND/OR THE CONTENT AND/OR FREE SUPPORT TOOLS, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, ANY INFRINGEMENT BY ANY CONTENT OF THE INTELLECTUAL PROPERTY RIGHTS OR OTHER RIGHTS OF THIRD PARTIES, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT.
IN NO EVENT SHALL SOULSIDE OR ITS AFFILIATES INCLUDING WITHOUT LIMITATIONS, THE GROUP FACILITATOR BE LIABLE TO USER OR GROUP MEMBER OR ANY THIRD PARTY FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS EVEN IF SOULSIDE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES , RESULTING FROM (i) THE USE OR THE INABILITY TO USE THE SERVICES AND/OR THE CONTENT AND/OR FREE SUPPORT TOOLS; OR (ii) ANY HEALTH MATTER OR DETERIORATION OF THE HEALTH OF THE USER OR OF THE GROUP MEMBER, OCCURING DURING OR AFTER THE USE OF THE SERVICES BY THE USER OR THE GROUP MEMBER; OR (iii) ANY OTHER MATTER RELATING TO THE USER'S OR THE GROUP MEMBER'S USE OF THE SERVICES AND/OR THE CONTENT AND/OR FREE SUPPORT TOOLS OR THESE TOU. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SOULSIDE'S TOTAL LIABILITY TO USER TO GROUP MEMBER OR TO ANY THIRD PARTY FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE HIGHER OF I THE FEES PAID BY THE GROUP MEMBER FOR THE MONTH IN WHICH THE CLAIM OCCURRED; OR II FIVE TIMES THE AVERAGE FEES PAYABLE BY A GROUP MEMBER TO SOULSIDE. THE AFORESAID LIMIT SHALL NOT BE ENLARGED BY THE EXISTENCE OF MULTIPLE CLAIMS. NO ACTION ARISING HEREUNDER REGARDLESS OF ITS FORM MAY BE BROUGHT BY USER MORE THAN 60 DAYS AFTER THE CAUSE OF ACTION HAS ACCRUED.
Notice and Takedown Policy.
Soulside will respond to notices of alleged copyright infringement that comply with applicable law. If User believes any materials accessible on the Services infringe User's copyright, User may request removal of those materials (or access to them) from the Services by submitting written notification to Soulside's copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act 17 U.S.C. § 512 "DMCA"), the written notice (the "DMCA Notice") must substantially include the following information: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of the copyright; (ii) a description of the copyrighted work that User claims has been infringed; (iii) a description of the material that User claims 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 sufficient to permit Soulside to locate the material (including URL address or screen capture of such infringing activity); (iv) information so that Soulside can contact User, such as address, telephone number and e-mail address; (v) a statement that User believes in good faith that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; (vi) a statement that the information in the notification is accurate and, under penalty of perjury, User is the copyright owner or are authorized to act on behalf of the owner of a copyright that is allegedly infringed.
If User fails to comply with all of the requirements of Section 512(c)(3) of the DMCA, User's DMCA Notice may not be effective.
If User believes that material User posted on the Services was removed or access to it was disabled by mistake or misidentification, User may file a counter-notification with Soulside (a "Counter-Notice") by submitting written notification to Soulside's copyright agent designated above. Pursuant to the DMCA, the Counter-Notice must include substantially the following: (i) full name, address, phone number and physical or electronic signature; (ii) identification of the material and its location before removal; (iii) a statement under penalty of perjury that the material was removed by mistake or misidentification; (iv consent to an appropriate judicial body; and (v) any other information required under the relevant applicable law. Soulside reserves the right to notify the person or entity providing the infringement notice of such counter-notice and provide any details included therein. In accordance with the DMCA, Soulside may restore the removed content if the party filing the original DMCA Notice does not file a court action against User within ten business days of receiving the copy of User's Counter-Notice.
User should be aware that if User knowingly misrepresents that certain material or activity on the Services was removed or disabled by mistake or misidentification, User may be held liable for damages (including costs and reasonable attorneys' fees) under Section 512(f) of the DMCA. Soulside may disable and/or terminate the accounts of Users who are infringers hereunder.
Miscellaneous.
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. To the extent that the Services and/or the Content, or any portion thereof, conflicts or is inconsistent with the TOU, the TOU shall prevail.
Soulside's failure to enforce any provision of the TOU shall not be deemed a waiver of such provision nor of the right to enforce such provision.
Soulside's rights under the TOU shall survive any expiration or termination of the TOU.
The TOU shall be governed by the laws of the State of Israel without regard to the principles of conflict of law. The courts of Tel Aviv, Israel shall have exclusive jurisdiction to adjudicate any dispute arising out of the TOU.
Exhibit A
Code of Conduct
Please make sure you join the Group on time. For the purpose of this Code of Conduct "Group" shall include Groups and Peer Groups, and "Group Member" shall refer to Group Member and Peer Group Member.
During the sessions try to devote yourself to the experience.
Turn off or disable any potential distractions, for example text messages, television in the background or interacting with others outside of the Group.
Please respect all Group Members in the Group and each of the Group Member's individual anonymity.
When referring to a certain Group Member, please indicate the name of the Group Member you are responding to so that it is clear who you are directing your comments to.
