Terms of Use

Last revised on 11/8/18

Welcome to Perchance, operated by Perchance, Inc. (“us,” “we,” the “Company” or “Perchance”).

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1. Acceptance of Terms of Use Agreement.

By creating an account on Perchance, or by using Perchance, whether through a mobile device, mobile application or computer (collectively, the “Service”) you agree to be bound by (i) these Terms of Use, (ii) our Privacy Policy and Safety Tips, each of which is incorporated by reference into this Agreement, and (iii) any terms disclosed to you if you purchase or have purchased additional features, products or services we offer on the Service (collectively, this “Agreement”). If you do not accept and agree to be bound by all of the terms of this Agreement (other than the limited one-time opt out right for certain users provided for in Section 16), you should not use the Service.

We may make changes to this Agreement and to the Service from time to time. We may do this for a variety of reasons including to reflect changes in or requirements of the law, new features, or changes in business practices. The most recent version of this Agreement will be posted on the Service under Settings and also on Perchanceapp.com, and you should regularly check for the most recent version. The most recent version is the version that applies. If the changes include material changes that affect your rights or obligations, we will notify you in advance of the changes by reasonable means, which could include notification through the Service or via email. If you continue to use the Service after the changes become effective, then you agree to the revised Agreement. You agree that this Agreement shall supersede any prior agreements (except as specifically stated herein), and shall govern your entire relationship with Perchance, including but not limited to events, agreements, and conduct preceding your acceptance of this Agreement.

2. Eligibility.

You must be at least 18 years of age to create an account on Perchance and use the Service. By creating an account and using the Service, you represent and warrant that:
  • you can form a binding contract with Perchance,
  • you are not a person who is barred from using the Service under the laws of the United States or any other applicable jurisdiction–meaning that you do not appear on the U.S. Treasury Department’s list of Specially Designated Nationals or face any other similar prohibition,
  • you will comply with this Agreement and all applicable local, state, national and international laws, rules and regulations, and
  • you have never been convicted of or pled no contest to a felony, a sex crime, or any crime involving violence, and that you are not required to register as a sex offender with any state, federal or local sex offender registry.

3. Your Account.

In order to use Perchance, you may sign in using your Facebook login. If you do so, you authorize us to access and use certain Facebook account information, including but not limited to your public Facebook profile and information about Facebook friends you share in common with other Perchance users. For more information regarding the information we collect from you and how we use it, please consult our Privacy Policy.

You are responsible for maintaining the confidentiality of your login credentials you use to sign up for Perchance, and you are solely responsible for all activities that occur under those credentials. If you think someone has gained access to your account, please immediately contact help@perchanceapp.com.

4. Perchance (MESSAGES).

Perchance Messages includes messaging capability allowing users to communicate on the Perchance App to further inquire into additional details for meeting. Ability to chat includes emojis and future-date/meet function. Also allows users to meet other users through the app.

5. Modifying the Service and Termination.

Perchance is always striving to improve the Service and bring you additional functionality that you will find engaging and useful. This means we may add new product features or enhancements from time to time as well as remove some features, and if these actions do not materially affect your rights or obligations, we may not provide you with notice before taking them. We may even suspend the Service entirely, in which event we will notify you in advance unless extenuating circumstances, such as safety or security concerns, prevent us from doing so.

You may terminate your account at any time, for any reason, by following the instructions in “Settings” in the Service. In the future,however you will need to manage your in app purchases through your mobile device platform (e.g., iTunes, Google Play) to avoid additional billing.

Perchance may terminate your account at any time without notice if it believes that you have violated this Agreement. Upon such termination, you will not be entitled to any refund for purchases. After your account is terminated, this Agreement will terminate, except that the following provisions will still apply to you and Perchance: Section 5, Section 6, and Sections 13 through 20.

6. Safety; Your Interactions with Other Users.

Perchance is not responsible for the conduct of any user on or off of the Service. You agree to use caution in all interactions with other users, especially with respect to any decisions made between the parties to communicate off the Service or meet in person. In addition, you agree to review and follow Perchance’s Safety Tips prior to using the Service. You agree that you will not provide your financial information (for example, your credit card or bank account information), or wire or otherwise send money, to other users.

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. YOU UNDERSTAND THAT PERCHANCE IS NOT REQUIRED AND DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS ON ITS USERS OR OTHERWISE INQUIRE INTO THE BACKGROUND OF ITS USERS. PERCHANCE MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS. PERCHANCE RESERVES THE RIGHT TO CONDUCT – AND YOU AGREE THAT PERCHANCE MAY CONDUCT – ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES) AT ANY TIME USING AVAILABLE PUBLIC RECORDS.

7. Rights Perchance Grants You.

Perchance grants you a personal, worldwide, royalty-free, non-assignable, nonexclusive, revocable, and non-sublicensable license to access and use the Service. This license is for the sole purpose of letting you use and enjoy the Service’s benefits as intended by Perchance and permitted by this Agreement. Therefore, you agree not to:
  • use the Service or any content contained in the Service for any commercial purposes without Perchance’s written consent;
  • copy, modify, transmit, create any derivative works from, make use of, or reproduce in any way any copyrighted material, images, trademarks, trade names, service marks, or other intellectual property, content or proprietary information accessible through the Service without Perchance’s prior written consent;
  • express or imply that any statements you make are endorsed by Perchance;
  • use any robot, bot, spider, crawler, scraper, site search/retrieval application, proxy or other manual or automatic device, method or process to access, retrieve, index, “data mine,” or in any way reproduce or circumvent the navigational structure or presentation of the Service or its contents;
  • use the Service in any way that could interfere with, disrupt or negatively affect the Service or the servers or networks connected to the Service;
  • upload viruses or other malicious code or otherwise compromise the security of the Service;
  • forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted to or through the Service;
  • “frame” or “mirror” any part of the Service without Perchance’s prior written authorization;
  • use meta tags or code or other devices containing any reference to Perchance or the Service (or any trademark, trade name, service mark, logo or slogan of Perchance) to direct any person to any other website for any purpose;
  • modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Service, or cause others to do so;
  • use or develop any third-party applications that interact with the Service or other users’ Content or information without our written consent;
  • use, access, or publish the Perchance application programming interface without our written consent;
  • probe, scan or test the vulnerability of our Service or any system or network;
  • encourage or promote any activity that violates this Agreement.

Perchance may investigate and take any available legal action in response to illegal and/ or unauthorized uses of the Service, including termination of your account.

Any software that we provide you may automatically download and install upgrades, updates, or other new features. You may be able to adjust these automatic downloads through your device’s settings. This will vary from device to device and check your device’s settings in order to change automatic download settings.

8. Rights you Grant Perchance.

By creating an account, you grant to Perchance a worldwide, transferable, sub-licensable, royalty-free, right and license to host, store, use, copy, display, reproduce, adapt, edit, publish, modify and distribute information you authorize us to access from Facebook, as well as any information you post, upload, display or otherwise make available (collectively, “post”) on the Service or transmit to other users (collectively, “Content”). Perchance’s license to your Content shall be non-exclusive, except that Perchance’s license shall be exclusive with respect to derivative works created through use of the Service. For example, Perchance would have an exclusive license to screenshots of the Service that include your Content. In addition, so that Perchance can prevent the use of your Content outside of the Service, you authorize Perchance to act on your behalf with respect to infringing uses of your Content taken from the Service by other users or third parties. This expressly includes the authority, but not the obligation, to send notices pursuant to 17 U.S.C. § 512(c)(3) on your behalf if your Content is taken and used by third parties outside of the Service. Our license to your Content is subject to your rights under applicable law (for example laws regarding personal data protection to the extent any Content contains personal information as defined by those laws) and is for the limited purpose of operating, developing, providing, and improving the Service and researching and developing new ones. You agree that any Content you place or that you authorize us to place on the Service may be viewed by other users and may be viewed by any person visiting or participating in the Service (such as individuals who may receive shared Content from other Perchance users).

You agree that all information that you submit upon creation of your account, including information submitted from your Facebook account, is accurate and truthful and you have the right to post the Content on the Service and grant the license to Perchance above.

You understand and agree that we may monitor or review any Content you post as part of a Service. We may delete any Content, in whole or in part, that in our sole judgment violates this Agreement or may harm the reputation of the Service.

When communicating with our customer care team, you agree to be respectful and kind in communicating any perceived issues. If Perchance deems your behavior towards any of our customer care team or other employees threatening or offensive, we reserve the right to immediately terminate your account.

In consideration for Perchance allowing you to use the Service, you agree that we, our affiliates, and our third-party partners may place advertising on the Service. By submitting suggestions or feedback to Perchance regarding our Service, you agree that Perchance may use and share such feedback for any purpose without compensating you.

You agree that Perchance may access, preserve and disclose your account information and Content if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary, such as to: (i) comply with legal process; (ii) enforce this Agreement; (iii) respond to claims that any Content violates the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property or personal safety of the Company or any other person.

9. Community Rules

By using the Service, you agree that you will not:
  • use the Service for any purpose that is illegal or prohibited by this Agreement.
  • use the Service for any harmful or nefarious purpose.
  • use the Service in order to damage Perchance.
  • violate our Community Guidelines as updated from time to time.
  • spam, solicit money from or defraud any users
  • impersonate any person or entity or post any images of another person without his or her permission.
  • bully, “stalk,” intimidate, assault, harass, mistreat or defame any person.
  • post any Content that violates or infringes anyone’s rights, including rights of publicity, privacy, copyright, trademark or other intellectual property or contract right.
  • post any Content that is hate speech, threatening, sexually explicit or pornographic; incites violence; or contains nudity or graphic or gratuitous violence.
  • post any Content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual.
  • solicit passwords for any purpose, or personal identifying information for commercial or unlawful purposes from other users or disseminate another person’s personal information without his or her permission.
  • use another user’s account.
  • create another account if we have already terminated your account, unless you have our permission.

Perchance reserves the right to investigate and/ or terminate your account without a refund of any purchases if you have violated this Agreement, misused the Service or behaved in a way that Perchance regards as inappropriate or unlawful, including actions or communications that occur on or off the Service.

10. Other Users’ Content.

Although Perchance reserves the right to review and remove Content that violates this Agreement, such Content is the sole responsibility of the user who posts it, and Perchance cannot guarantee that all Content will comply with this Agreement. If you see Content on the Service that violates this Agreement, please report it within the Service or at www.perchanceapp.com/contact.

11. Purchases.

In App Purchases. From time to time, Perchance may offer products and services for purchase (“in app purchases”) through iTunes, Google Play or other application platforms authorized by Perchance. If you choose to make an in app purchase, you will be prompted to enter details for your account with your Software Store (“your IAP Account”), and your IAP Account will be charged for the in app purchase in accordance with the terms disclosed to you at the time of purchase as well as the general terms for in app purchases that apply to your IAP Account. Some Software Stores may charge you sales tax, depending on where you live. If you purchase an auto-recurring periodic subscription through an in app purchase, your IAP Account will continue to be billed for the subscription until you cancel. After your initial subscription commitment period, and again after any subsequent subscription period, your subscription will automatically continue for an additional equivalent period, at the price you agreed to when subscribing. If you do not wish your subscription to renew automatically, or if you want to change or terminate your subscription, you will need to log in to your IAP account and follow instructions to cancel your subscription, even if you have otherwise deleted your account with us or if you have deleted the Perchance application from your device. Deleting your account on Perchance or deleting the Perchance application from your device does not cancel your subscription; Perchance will retain all funds charged to your IAP Account until you cancel your subscription through your IAP Account.

12. Notice and Procedure for Making Claims of Copyright Infringement.

If you believe that your work has been copied and posted on the Service in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information:
  • an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
  • a description of the copyrighted work that you claim has been infringed;
  • a description of where the material that you claim is infringing is located on the Service (and such description must be reasonably sufficient to enable us to find the alleged infringing material);
  • your contact information, including address, telephone number and email address;
  • a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
  • a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Notice of claims of copyright infringement should be provided to the Company’s Copyright Agent via email to LEGAL@PERCHANCEAPP.COM, via mail to the following address:

Copyright Compliance Department
Attn: D. Ross
1200 Brickell Bay Drive #3415
Miami, FL 33131
Perchance will terminate the accounts of repeat infringers.

13. Disclaimers.

PERCHANCE PROVIDES THE SERVICE ON AN “AS IS” AND “AS AVAILABLE” BASIS AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, GRANTS NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO THE SERVICE (INCLUDING ALL CONTENT CONTAINED THEREIN), INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. PERCHANCE DOES NOT REPRESENT OR WARRANT THAT (A) THE SERVICE WILL BE UNINTERRUPTED, SECURE OR ERROR FREE, (B) ANY DEFECTS OR ERRORS IN THE SERVICE WILL BE CORRECTED, OR (C) THAT ANY CONTENT OR INFORMATION YOU OBTAIN ON OR THROUGH THE SERVICE WILL BE ACCURATE.

PERCHANCE TAKES NO RESPONSIBILITY FOR ANY CONTENT THAT YOU OR ANOTHER USER OR THIRD PARTY POSTS, SENDS OR RECEIVES THROUGH THE SERVICE. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK.

PERCHANCE DISCLAIMS AND TAKES NO RESPONSIBILITY FOR ANY CONDUCT OF YOU OR ANY OTHER USER, ON OR OFF THE SERVICE.

14. Third Party Services.

The Service may contain advertisements and promotions offered by third parties and links to other web sites or resources. Perchance is not responsible for the availability (or lack of availability) of such external websites or resources. If you choose to interact with the third parties made available through our Service, such party’s terms will govern their relationship with you. Perchance is not responsible or liable for such third parties’ terms or actions

15. Limitation of Liability.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PERCHANCE, ITS AFFILIATES, EMPLOYEES, LICENSORS OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, PUNITIVE, OR ENHANCED DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (I) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (II) THE CONDUCT OR CONTENT OF OTHER USERS OR THIRD PARTIES ON, THROUGH OR FOLLOWING USE OF THE SERVICE; OR (III) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR CONTENT, EVEN IF PERCHANCE HAS BEEN ADVISED AT ANY TIME OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING THE FOREGOING, IN NO EVENT SHALL PERCHANCE’S AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THIS AGREEMENT EXCEED THE AMOUNT PAID, IF ANY, BY YOU TO PERCHANCE DURING THE TWENTY-FOUR (24) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE THAT YOU FIRST FILE A LAWSUIT, ARBITRATION OR ANY OTHER LEGAL PROCEEDING AGAINST PERCHANCE, WHETHER IN LAW OR IN EQUITY, IN ANY TRIBUNAL. THE DAMAGES LIMITATION SET FORTH IN THE IMMEDIATELY PRECEDING SENTENCE APPLIES (i) REGARDLESS OF THE GROUND UPON WHICH LIABILITY IS BASED (WHETHER DEFAULT, CONTRACT, TORT, STATUTE, OR OTHERWISE), (ii) IRRESPECTIVE OF THE TYPE OF BREACH OF OBLIGATIONS, AND (iii) WITH RESPECT TO ALL EVENTS, THE SERVICE, AND THIS AGREEMENT.

THE LIMITATION OF LIABILITY PROVISIONS SET FORTH IN THIS SECTION 15 SHALL APPLY EVEN IF YOUR REMEDIES UNDER THIS AGREEMENT FAIL WITH RESPECT TO THEIR ESSENTIAL PURPOSE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.

16. Retroactive and Prospective Arbitration, Class-Action Waiver, and Jury Waiver.

Except where prohibited by applicable law:

1. The exclusive means of resolving any dispute or claim arising out of or relating to this Agreement (including any alleged breach thereof), or the Service, regardless of the date of accrual and including past, pending, and future claims, shall be BINDING ARBITRATION administered by the American Arbitration Association under the Consumer Arbitration Rules. The one exception to the exclusivity of arbitration is that you have the right to bring an individual claim against Perchance in a small claims court of competent jurisdiction in the county in which you reside, or in MIAMI-DADE COUNTY, FLORIDA. Such arbitration shall be conducted by written submissions only, unless either you or Perchance elect to invoke the right to an oral hearing before the Arbitrator. But whether you choose arbitration or small claims court, you agree that you will not under any circumstances commence, maintain, or participate in any class action, class arbitration, or other representative action or proceeding against Perchance.

2. By accepting this Agreement, you agree to the Arbitration Agreement in this Section 16 (subject to existing users’ limited one-time right to opt out within thirty (30) days, discussed below). In doing so, BOTH YOU AND PERCHANCE GIVE UP THE RIGHT TO GO TO COURT to assert or defend any claims between you and Perchance (except for matters that may be properly taken to a small claims court and are within such court’s jurisdiction). YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDINGS. If you assert a claim against Perchance outside of small claims court, your rights will be determined by a NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY, and the arbitrator shall determine all claims and all issues regarding the arbitrability of the dispute. The same is true for Perchance. Both you and Perchance are entitled to a fair hearing before the arbitrator. The arbitrator can generally grant the relief that a court can, but you should note that arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. FOR DETAILS ON THE ARBITRATION PROCESS, PLEASE VISIT OUR WEBSITE.

3. The Jurisdiction and Venue provisions in Sections 17 and 18 are incorporated and are applicable to this Arbitration Agreement.

As you decide whether to agree to this Arbitration Agreement, here are some important considerations:
  • Arbitration is a process of private dispute resolution that does not involve the civil courts, a civil judge or a jury. Instead, the parties’ dispute is decided by a private arbitrator selected by the parties under the Consumer Arbitration Rules of the American Arbitration Association. Arbitration does not limit or affect the legal claims you as an individual may bring against Perchance. Agreeing to arbitration will only affect where those claims may be brought and how they will be resolved.
  • Arbitration is generally considered to be a more rapid dispute resolution process than the judicial system, but that is not always the case. The Arbitrator will typically determine whether Perchance or you will be required to pay or split the cost of any arbitration with Perchance, based on the circumstances presented.
  • IMPORTANT: THERE MAY BE IN THE FUTURE, LAWSUITS AGAINST PERCHANCE ALLEGING CLASS AND/OR REPRESENTATIVE CLAIMS ON YOUR BEHALF INCLUDING BUT NOT LIMITED TO CLASS ACTIONS DESCRIBED IN THIS SECTION 16, WHICH IF SUCCESSFUL, COULD POTENTIALLY RESULT IN SOME MONETARY OR OTHER RECOVERY TO YOU, IF YOU ELECT TO OPT OUT OF THE RETROACTIVE APPLICATION OF THIS ARBITRATION AGREEMENT. THE MERE EXISTENCE OF SUCH CLASS AND/OR REPRESENTATIVE LAWSUITS, HOWEVER, DOES NOT MEAN THAT SUCH LAWSUITS WILL ULTIMATELY SUCCEED, OR, EVEN IF SUCCESSFUL, THAT YOU WOULD BE ENTITLED TO ANY RECOVERY.
  • You will be precluded from bringing any class or representative action against Perchance, unless you timely opt out of the retroactive application of this Arbitration Agreement, and you will also be precluded from participating in any recovery resulting from any class or representative action brought against Perchance, in each case provided you are not already bound by an arbitration agreement and class action waiver previously agreed to with Perchance.

WHETHER TO AGREE TO THIS ARBITRATION AGREEMENT IS AN IMPORTANT DECISION. IT IS YOUR DECISION TO MAKE, AND YOU SHOULD TAKE CARE TO CONDUCT FURTHER RESEARCH AND TO CONSULT WITH OTHERS — INCLUDING BUT NOT LIMITED TO AN ATTORNEY — REGARDING THE CONSEQUENCES OF YOUR DECISION, JUST AS YOU WOULD WHEN MAKING ANY OTHER IMPORTANT BUSINESS OR LIFE DECISION.

Existing Users Limited One-Time Right To Opt Out Of The Retroactive Application of the Arbitration Agreement

NOTE: THIS OPT OUT SECTION DOES NOT APPLY TO NEW USERS (E.G., USERS WHO CREATE AN ACCOUNT AFTER NOVEMBER 15, 2018) OR EXISTING USERS WHO MAKE A PURCHASE AFTER NOVEMBER 15, 2018 OR ANY CLAIMS OR DISPUTES ARISING AFTER NOVEMBER 15, 2018.

IF YOU ARE AN EXISTING USER OF PERCHANCE, AND IF YOU DO NOT AGREE TO BE SUBJECT TO THIS ARBITRATION AGREEMENT ON A RETROACTIVE BASIS, YOU MUST OPT OUT OF THE RETROACTIVE APPLICATION OF THIS ARBITRATION AGREEMENT WITHIN THE NEXT 30 DAYS, IN THE FOLLOWING SPECIFIED MANNER:

By sending an e-mail to LEGAL@PERCHANCEAPP.COM within the next 30 days. The e-mail opt out must contain the following to be effective: your full name, address, email address and/ or phone number associated with your Perchance account, and a statement that you are opting out of the Retroactive Application of this Arbitration Agreement.

Should you not opt out of the retroactive application of this Arbitration Agreement within the next 30 days, you and Perchance shall be bound by the terms of this Arbitration Agreement, including its retroactive effect. You have the right to consult with counsel of your choice (at your cost) concerning this Arbitration Agreement. IF YOU OPT OUT OF THE RETROACTIVE EFFECT OF THIS ARBITRATION AGREEMENT, YOU WILL STILL BE SUBJECT TO AND BOUND BY ANY PRIOR ARBITRATION AGREEMENTS/ PROVISIONS YOU PREVIOUSLY AGREED TO WITH PERCHANCE AS WELL AS THIS ARBITRATION AGREEMENT ON A GOING FORWARD BASIS.

17. Governing Law.

Except where our arbitration agreement is prohibited by law, the laws of Florida, U.S.A., without regard to its conflict of laws rules, shall apply to any disputes arising out of or relating to this Agreement, the Service, or your relationship with Perchance. Notwithstanding the foregoing, the Arbitration Agreement in Section 16 above shall be governed by the Federal Arbitration Act.

18. Venue.

Except for claims that may be properly brought in a small claims court of competent jurisdiction in the county in which you reside or in Dallas County, Texas, all claims arising out of or relating to this Agreement, to the Service, or to your relationship with Perchance that for whatever reason are not submitted to arbitration will be litigated exclusively in the federal or state courts of Miami-Dade County, Florida, U.S.A. You and Perchance consent to the exercise of personal jurisdiction of courts in the State of Florida and waive any claim that such courts constitute an inconvenient forum.

19. Indemnity by You.

You agree, to the extent permitted under applicable law, to indemnify, defend and hold harmless Perchance, our affiliates, and their and our respective officers, directors, agents, and employees from and against any and all complaints, demands, claims, damages, losses, costs, liabilities and expenses, including attorney’s fees, due to, arising out of, or relating in any way to your access to or use of the Service, your Content, or your breach of this Agreement.

20. Entire Agreement; Other.

This Agreement, along with the Privacy Policy, the Safety Tips, and any terms disclosed to you if you purchase or have purchased additional features, products or services we offer on the Service, contains the entire agreement between you and Perchance regarding your relationship with Perchance and the use of the Service, with the following exception: anyone who opted out of the retroactive application of Section 16 is still subject to and bound by any prior agreements to arbitrate with Perchance as well as this agreement to arbitrate on a going forward basis. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. The failure of Perchance to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. You agree that your Perchance account is non-transferable and all of your rights to your account and its Content terminate upon your death. No agency, partnership, joint venture, fiduciary or other special relationship or employment is created as a result of this Agreement and you may not make any representations on behalf of or bind Perchance in any manner.