Terms of Service
Welcome to the website and App of The Nudge ("The Nudge", "we", "us"). The Nudge is a text based advisor for your free time. The Nudge service requires that Users have a valid cellphone number and carrier contract allowing the receipt of text messages for as long as Users choose to subscribe to and use The Nudge (hereinafter the Texts, Site, and App may be collectively referred to as the "Service").
, and any other terms and conditions that may appear on the Site from time to time. Your use of the Service constitutes your agreement to these Terms and Conditions, and we reserve the right to revise these Terms and Conditions at any time without notice to you. When we make revisions, we will post them on the Site and they will be effective immediately upon posting. You agree to check this section periodically to be aware of any changes to the Terms and Conditions. Your continued use of the services after the posting of any revisions shall be considered your agreement to the modified terms and conditions. If you do not agree to these Terms and Conditions, please do not use the Service.
Unless otherwise noted, all material and services available on the Site or through the App, and all material and services provided by or through the Service, its affiliates, subsidiaries, employees, agents, licensors or other commercial partners including, but not limited to, software, all informational text, software documentation, design of and "look and feel," layout, photographs, graphics, audio, video, messages, interactive and instant messaging, design and functions, files, documents, images, or other materials, whether publicly posted or privately transmitted as well as all derivative works thereof (collectively, the "Content") are the intellectual property of The Nudge, our licensors, and our contributors. The Content is protected by U.S. copyright, trademark, trade-dress, and any other applicable national or international intellectual property laws. All The Nudge trademarks and service marks, logos, slogans and taglines are the property of The Nudge. All other trademarks, service marks, logos, slogans and taglines are the property of their respective owners. Except as otherwise specifically provided herein, nothing should be construed as granting any license or right to use any trademarks, service marks, logos, slogans or taglines displayed on The Nudge without our express written permission, or the express written permission of such third-party that may own the trademark, service mark, logo, slogan or tagline.
Subject to this Agreement, The Nudge hereby grants you a limited, revocable, non-transferable and non-exclusive license to use the Service through a user identification reference provided by The Nudge ("User ID") to the extent, and only to the extent, necessary to access and use our Service in accordance with the terms of this Agreement. This license does not permit you, and you agree not to: store, copy, reproduce, republish, modify, upload, post, translate, scrape, rent, lease, loan, sell, distribute, transfer, transmit, display, decompile, reverse engineer, reverse assemble, decipher or otherwise attempt to discover any programming code or any source code used in or with the Service or otherwise distribute in any way the components of the Service other than as specifically permitted in this Agreement. You may not sell, assign, sublicense, grant a security interest in or otherwise attempt to transfer any right in the Service, create derivative works based on or in any manner commercially exploit the Service, in whole or in part, other than as expressly permitted in this Agreement. Any use of the Service for any purpose other than as specifically permitted herein or without our prior consent or the prior written consent of our licensors, as applicable, is expressly prohibited. We reserve all rights not expressly granted in this Agreement.
We reserve the right to withdraw or amend this Site, our App, and any Service or material we provide, in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Site or Service is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Site, or our App, to users, including registered users.
If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Service using your user name, password, cell phone number, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
In order to unsubscribe from the Service, Users must text STOP or email The Nudge at email@example.com.
The information sent via The Nudge, or presented on or through the Site or our App, is made available solely for general information purposes. We do not warrant the accuracy, completeness, usefulness, or safety of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such information by you or any other visitor to the site, or by anyone who may be informed of any of its contents or the contents of the service.
You are legally responsible for all information, data, text, software, music, sound, photographs, graphics, video, messages or other Content uploaded, posted or stored in connection with your use of the The Nudge. The Nudge is not responsible for your Content. You hereby grant The Nudge a worldwide, royalty-free, non-exclusive license to host and use the Content in order to provide you with the Service, and hereby represent and warrant that you have all the rights necessary to grant us such license. You are responsible for any Content that may be lost or unrecoverable through your use of the Service. You are encouraged to archive your Content regularly and frequently.
As The Nudge grows and develops new products and features, we may charge fees in connection with certain Services or offerings. We will notify you of any Fees associated with such Services or offerings so that you may choose whether to purchase or subscribe to the new Services, product, feature or Beta Feature. Fees and any applicable taxes will be due and payable as set forth below. The Nudge may increase the Fees by providing you with written notice of such increase. In the event you choose to purchase any product or Services for which The Nudge charges a Fee, you authorize The Nudge to charge your credit card, debit card or other payment instrument for the Fee and any applicable taxes. You further authorize The Nudge to use a third party to process payments and hereby consent to the disclosure of your Billing Information to such third party. Once you provide us with your Billing Information, you agree to keep your contact information, Billing Information, and credit card information (where applicable) up to date. Changes may be made on your account page. If you provide us with a new eligible payment method and are successfully charged, your new membership period will be based on the original renewal date and not the date of the successful charge.
All Fees and applicable taxes payable under this Agreement and all payments made are non-refundable.
Monthly subscriptions: We may offer the App or some of our Services on a subscription basis. You hereby authorize The Nudge to bill your payment instrument in advance on a periodic basis in accordance with the terms of the applicable payment plan until you terminate your account, and you further agree to pay any charges so incurred. If you dispute any charges you must let The Nudge know within thirty (30) days after the date that The Nudge charges you. We reserve the right to change prices and/or fees for Membership. If we do change prices, we will provide notice of the change through the Service, or in email to you, at our option, at least 30 days before the change is to take effect. Your continued use of the Services after the price change becomes effective constitutes your agreement to pay the changed amount. You may cancel your Membership any time by visiting your Account and adjusting your membership settings. If you cancel your Membership, The Nudge will not refund any membership fees you have already paid. Membership shall automatically renew for successive periods of one month unless cancelled in advance prior to auto-renewal.
UNLESS YOU NOTIFY US BEFORE A CHARGE THAT YOU WANT TO CANCEL OR DO NOT WANT TO AUTO RENEW, YOU UNDERSTAND YOUR MEMBERSHIP WILL AUTOMATICALLY CONTINUE AND YOU AUTHORIZE US (WITHOUT NOTICE TO YOU, UNLESS REQUIRED BY APPLICABLE LAW) TO COLLECT THE THEN-APPLICABLE MEMBERSHIP FEE AND ANY TAXES, USING ANY ELIGIBLE PAYMENT METHOD WE HAVE ON RECORD FOR YOU.
We may terminate your Membership at our discretion without notice. If we do so, we will give you a prorated refund. However, we will not give any refund for termination related to conduct that we determine, in our discretion, violates these Terms or any applicable law, involves fraud or misuse of the Membership, or is harmful to our interests or another user. Our failure to insist upon or enforce your strict compliance with these Terms will not constitute a waiver of any of our rights.
The owner of the Service is based in the state of California in the United States. We make no claims that the Site, App, Service, or any of its content is accessible or appropriate outside of the United States. Access to the Service may not be legal by certain persons or in certain countries. If you access the Service from outside the United States, you do so on your own initiative and are responsible for compliance with local laws and cell phone service provider rates and terms of service.
The Nudge app offers public comment functionality. Users must abide by the following rules and requirements:
• Users must either register an account with The Nudge or use a social media integrated login in order to comment publicly on the Site;
• The Nudge community rules (below) apply to all comments. The Nudge periodically moderates comments. We reserve the right to block commenters, remove or amend comments, and to remove user accounts entirely at our discretion, and/or for reasons including, but not limited to, violation of our Terms of Service;
• By posting comments to the Site, you hereby grant to The Nudge a non-exclusive, royalty-free, perpetual, transferable, irrevocable, fully paid-up, worldwide, and sub-licensable right to use, copy, reproduce, modify, adapt, translate, distribute, publish, create derivative works of, display, perform, and otherwise disclose or incorporate into other works, the comments for any purpose to the extent permissible by applicable law;
a. No nudity, pornography, or depictions of sexual activity
• This includes images containing the explicit display of sexual organs especially intended to stimulate erotic feelings, full or partial nudity, any depiction of sexual activity, softcore
• This includes links posted in comments.
• If you aren't sure, please don't post it.
b. No hate speech or abusive content.
• Racism, sexism, slurs, personal attacks, death threats, suicide requests or any form of hate speech is not tolerated.
• This includes hate speech or abuse in usernames, as well as images and comments.
c. No Advertising, SPAM, or other links to commercial websites
• There's too much SPAM on the Internet already - don't add to it.
d. No Location Information / Doxing
• Do not post your or another individual's street address or any information that may lead another user to discover your real address. Users should include no information that makes them publicly identifiable.
The Nudge may, from time to time, offer giveaways ("Promotions") to Users in order to encourage engagement with the platform. The following general rules ("Rules") apply to all Promotions The Nudge conducts, and Users agree to be bound by these rules:
1. No purchase or payment of any kind is necessary to enter or win the nudge's promotions. a purchase will not improve your chances of winning.
2. Promotion Period: Any Promotion period The Nudge establishes is subject to change.
3. Sponsors: The Nudge may partner with third-party sponsors ("Sponsor") for each Promotion, or may itself be the sole Sponsor.
4. Eligibility: Unless otherwise stated, Promotions are only open to (1) U.S., U.S. Territories and Outlying Areas, regardless of the residency of such individuals, or (2) persons who reside in the fifty (50) United States and District of Columbia, regardless of the citizenship of such individuals; provided, however, that officers, directors and employees of any Sponsor (if applicable), the judging organization (if applicable) or any other party associated with the development or administration of a Promotion, and the immediate family (i.e., parents, children, siblings, spouse) and persons residing in the same household as such individuals, are not eligible for any Promotions.
5. Void Where Prohibited: Promotions are void where prohibited or restricted by law. Residents of any state or jurisdiction in which this Promotion constitutes a lottery, game of chance or otherwise unlawful game, contest or sweepstakes are ineligible to enter or win this Promotion and are responsible for ensuring that the Promotion is legal in their jurisdiction before entering any such Promotion.
7. Winner Selection:Winners of each Promotion will be selected at random from all valid entries as of the drawing date, which will be set forth by The Nudge and/or the Promotion's Sponsor. The odds of winning depend on the number of eligible entries received for a particular Promotion.
8. Winner Notification: The winner of each Promotion will be notified by email and/or telephone. If the winner cannot be contacted, does not respond within three (3) days from the date the Sponsor first tries to notify him/her, or the notification is returned as undeliverable, such winner will forfeit all rights to the Promotion prize and an alternate winner may be selected. If four (4) winners have so forfeited their rights to the prize, the Sponsor reserves the right to revoke the prize entirely. Upon contacting a winner and determining that he/she has met all eligibility requirements of a Promotion, including, without limitation, the execution of required waivers, publicity and liability releases and disclaimers, such individual will be declared the winner of said Promotion (the " Winner ").
9. Taxes: All federal, state and/or local income and other taxes, if any, are the Winner's sole responsibility and will not be paid by The Nudge. It is the Winner's responsibility to ensure tax compliance and payment and The Nudge is not responsible for any failure by Winner to pay any applicable taxes.
10. Ownership: All entry materials become the property of the Sponsor and will not be acknowledged or returned.
11. No Transferability: No prize or any portion thereof is transferable or redeemable for cash. Any portion of said prize that is not used will be forfeited. Prizes cannot be substituted except by the Sponsor.
12. Consent and Release: By entering a Promotion, each entrant releases and discharges the Promotion's Sponsor, The Nudge, the judging organization (if applicable), and any other party associated with the development or administration of said Promotion, their parent, subsidiary and affiliated entities, and each of their respective officers, directors, members, shareholders, partners, employees, independent contractors, agents, representatives, successors and assigns, from any and all liability whatsoever in connection with the Promotion.
13. Disclaimers: Entries that are lost, late, misdirected, incorrect, garbled or incompletely received, for any reason, including by reason of hardware, software, browser or network failure, malfunction, congestion or incompatibility with a Sponsor's servers or elsewhere, will not be eligible. In the event of a dispute, entries will be deemed submitted by the authorized account holder of the email address submitted. The Promotion's Sponsor, in its sole discretion, reserves the right to disqualify any person tampering with the entry process or the operation of the Promotion's landing page. Use of bots or other automated processes to enter Promotions is prohibited and may result in disqualification at the sole discretion of the Promotion's Sponsor and/or The Nudge.
14. Applicable Laws and Jurisdiction: This Promotion is subject to all applicable federal, state and local laws and regulations. Issues concerning the construction, validity, interpretation and enforceability of these Official Rules shall be governed by the laws of the State of California.
The Nudge may send or display images, audio, and video (the "Material") from time to time. The types of Material Users are authorized to access on the Site includes Material commissioned by The Nudge, embedded Material, Material we believe to be covered by the Fair Use Doctrine, Material from photographic archive and video vendors, and Material supplied to our staff or released into the public domain by public relations and marketing companies for press purposes.
In accordance with the Digital Millennium Copyright Act ("DMCA"), The Nudge will remove any Content if properly notified that such Content infringes on another's intellectual property rights. We reserve the right, at our sole discretion, to remove any Content without prior notice.
If The Nudge publishes Material that you think infringes your copyright, please email us at firstname.lastname@example.org and we will address your concerns.
If the Material falls into one of the categories listed above under Image and Video, we believe that our use is legitimate and we may not remove it from the site. If you have corresponded with The Nudge directly, and thereafter choose to pursue a copyright notice, please note that we will respond only to notices of alleged infringement that comply with the DMCA. The text of the Act can be found at the U.S. Copyright Office Web Site
To file a notice of infringement with us, you must provide a written communication (by email to email@example.com with an attached and signed PDF that sets forth the items specified below. If we do not respond in 10 business days, please write again – high email volume and spam means we sometimes miss emails.
To enable us to address your concerns quickly and efficiently, please provide the following information in your notice email:
• For each alleged infringement that you wish to have removed, please provide the exact URL for the page containing the Material.
• Provide information reasonably sufficient to permit us to contact you: an email address is preferred, as well as a telephone number.
• For images, provide the following detailing your claim to ownership of the copyright in the allegedly infringing image:
• Proof of copyright in the image concerned, namely proof of copyright registration of the Image, or, absent such registration, a detailed description of the image – where it was taken, by whom, who or what the subject of the image is, and evidence to support your claim that you own the copyright. We may not comply with requests to remove an image if you cannot prove that you own the copyright in the image in question.
• Include the following statement: "I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed."
• Sign the document and email it to firstname.lastname@example.org.
You acknowledge that if you fail to comply with all of the requirements of this section, your DMCA notice may not be valid and we will have no obligation to respond or acknowledge receipt of your notice. Please note that you will be liable for damages (including costs and attorneys' fees) if you materially misrepresent that any Material on The Nudge infringes your copyrights.
While we strive for accuracy, information on the site may sometimes contain errors or inaccuracies. The Nudge does not make any warranty as to the correctness or reliability of the site's content or any text messages we send out to Users.
. If you wish to remain anonymous, please specify this in the body of the email itself and we will do our best to respect your wishes.
Our Site will occasionally contain links to, and quotation of, Material from other sites. The Nudge is responsible for neither the content nor the privacy practices of other sites. We encourage our users to be aware when they leave The Nudge Site, and to read the privacy statements of any website that may collect personally identifiable information.
No data transmission over the Internet can be guaranteed to be 100% safe. Thus, we cannot warrant that your information will be absolutely secure. The Nudge has a variety of safeguards – technical, administrative, and physical – in place to help protect against unauthorized access to, use, or disclosure of user information.
Except as expressly set forth in these terms and conditions, you expressly understand and agree that the site, content, products and/or service on the site or elsewhere are provided "as is" and on an "as available" basis. to the fullest extent permitted by law and except as expressly set forth in these terms and conditions, The Nudge disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose and non-infringement. The Nudge does not represent or warrant that the site will be uninterrupted or error-free, that any defects will be corrected, or that the site or the server that makes the site available are free from viruses or anything else harmful. further, except as expressly set forth in these terms and conditions, The Nudge makes no warranties or representations about the accuracy, adequacy, usefulness, reliability, or completeness of the site, text messages, services, content, the content of any third-party site linked to or from this site, comments, information, information provided by us or our vendors, or any other items or materials on the site or linked to from the site.
The Nudge assumes no liability or responsibility for (a) any, errors, mistakes or inaccuracies of the content, products, services, information, site and materials set forth on or made available through the site, (b) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of the site, products, services or any third party site(s), products or services, (c) any unauthorized access to or use of the servers that host the site or any third party site(s) and/or any and all personal information stored therein, (d) any interruption or cessation of transmission to or from the site or third party site(s), (e) any bugs, viruses, trojan horses or the like, which may be transmitted to or through the site or any third party site(s) by The Nudge or any third party, and/or (f) any errors or omissions in the network or any content, information and materials (including but not limited to third party site(s)) or for any loss or damage of any kind incurred as a result of the use of any of the foregoing.
No person (including any agent, dealer or representative of the nudge) is authorized to make any representation or warranty concerning the nudge's site and services, and you acknowledge and agree that you have not relied on any other warranties or representations.
In no event shall The Nudge or its subsidiaries, affiliates, agents, suppliers, vendors, manufacturers or distributors be liable for any indirect, special, punitive, incidental, exemplary or consequential damages, including, without limitation, damages for loss of use, data, revenue or profits, business interruption, or loss of business opprtunity or goodwill, arising from or in connection with (a) the use of, or inability to use, the site; (b) the provision of or failure to provide services, materials, content, or software available from, on or through the site or any third-party website(s); or (c) the conduct of other users of the site, whether based on contract, tort, negligence, strict liability or otherwise, even if The Nudge has been advised of the possibility of such damages. You assume complete responsibility for your use of the site. Your sole remedy against The Nudge for dissatisfaction with the site or any content is to stop using the website. That said, if The Nudge is found to be liable to you for any damage or loss arising out of or which is in any way connected with your use of the site, any content, or purchase of any products or services on or through the site, The Nudge's liability shall not exceed $100.00 in the aggregate.
For any dispute you have with The Nudge, you agree to first contact us at email@example.com and attempt to resolve the dispute with us informally. If The Nudge has not been able to resolve the dispute with you informally, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms by binding arbitration by the American Arbitration Association ("AAA") under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes then in effect for the AAA, except as provided herein. Unless you and The Nudge agree otherwise, the arbitration will be conducted in the county where The Nudge's U.S. headquarters are located. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules, except that The Nudge will pay for your reasonable filing, administrative, and arbitrator fees if your claim for damages does not exceed $75,000 and is non-frivolous (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property or unauthorized access to the Service. All claims must be brought in the parties' individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding, and, unless we agree otherwise, the arbitrator may not consolidate more than one person's claims. you agree that, by entering into these terms, you and the nudge are each waiving the right to a trial by jury or to participate in a class action.
These Terms of Service are effective unless and until terminated by either you or The Nudge. You may terminate these Terms of Service as they apply to you at any time by ceasing to use the Site. The Nudge may terminate these Terms of Service at any time immediately and without notice, and accordingly deny you access to the Site, for any reason in its sole discretion; however, the provisions in these Terms of Service that relate to intellectual property, indemnification, disclaimer, limitation of liability, and choice of law shall survive any termination of these Terms of Service.
These Terms of Service shall be construed in accordance with the laws of the State of California, without regard to any conflict of law provisions. Any dispute arising under these Conditions shall be resolved exclusively by the state and/or federal courts of the State of California. The Nudge's performance of these Terms of Service is subject to existing laws and legal process, and nothing contained in this these Terms of Service is in derogation of The Nudge's right to comply with law enforcement requests or requirements.
If any portion of these Terms of Service is held to be invalid or unenforceable, the invalid or unenforceable portion shall be modified in accordance with the applicable law with a provision that most closely reflects the intention of the original provision, and the remainder of these Terms of Service shall remain in full force and effect. The failure of The Nudge to insist upon or enforce strict performance by you of any provision of these Terms of Service shall not be construed as a waiver of any provision or right.
We may revise and update these Terms of Service from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Site thereafter. However, any changes to the dispute resolution provisions set forth in Governing Law and Jurisdiction and Arbitration above will not apply to any disputes for which the parties have actual notice on or prior to the date the change is posted on the Site.
Your continued use of the Website following the posting of revised Terms of Service means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.
We may provide notice to you relating to the Site and/or these Terms of Service by sending an e-mail to your last known e-mail address, and any such notice shall be deemed given and received on the day it is sent. A printed version of these Terms of Service and of any notices given to you in electronic form or otherwise shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You agree that any cause of action that you may desire to bring arising out of or related to these Terms of Service and/or the Site must commence within one (1) year after the cause of action arises. You may not use the Site or export the Content in violation of U.S. export laws and regulations. If you access the Site from a location outside the United States, you are responsible for compliance with all local laws.
Last Updated: 11/15/20