TERMS OF USE AGREEMENT

Last Revised: March 30, 2022

CANCELLATION RIGHTS

Special notice to California Members : You have the right to cancel your subscription

and/or upgrade(s) (including upgrades to a subscription and upgrades without a

subscription), without any penalty or obligation, at any time until midnight of the third

business day after the day on which you purchased a subscription and/or upgrade(s). To

cancel your subscription and/or upgrade(s), mail or deliver a signed and dated notice to

Special notice to Canadian Members : Please refer to Section 26 first for information

about how this Terms of Use Agreement applies to Canadian members including a special

notice regarding provisions that are inapplicable in Quebec.

Special notice to Colorado Members: YOU, THE BUYER, MAY CANCEL THIS

CONTRACT, WITHOUT

ANY PENALTY OR OBLIGATION, AT ANY TIME PRIOR TO MIDNIGHT OF THE THIRD

BUSINESS DAY

FOLLOWING THE DATE OF THIS CONTRACT, EXCLUDING SUNDAYS AND HOLIDAYS.

NOTICE OF

CANCELLATION NEED NOT TAKE A PARTICULAR FORM AND IS EFFECTIVE IF IT

AND OUR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL

TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF

THESE TERMS, DO NOT ACCESS OR USE OUR SITES OR OUR SERVICES.

THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION OF DISPUTES

PROVISION IN SECTION 20 THAT REQUIRES THE USE OF ARBITRATION ON AN

INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR

CLASS ACTIONS.

IF YOU BECOME A COMPANY SUBSCRIBER AND PAY BY CREDIT OR DEBIT CARD

(OR OTHER

PAYMENT METHOD ASSOCIATED WITH AN AUTOMATICALLY RENEWING

contact the Company by writing to us at: JSwipe Customer Care – Smooch Labs, Inc., Attn:

Customer Service – Terms of Use, 10808 S River Front Parkway, Suite 398 South Jordan,

UT 84095.

This Terms of Use Agreement (the “Agreement”) is a legal agreement that governs our

relationship with users and others that interact with Smooch Labs, Inc. and our subsidiaries

and affiliates (the

“Company”, “we,” or “us”) in connection with the use of our applications or websites

(including https://jswipeapp.com/) (the “Sites”) and our Services (as defined below). We

currently make services, products and features available through our Sites, applications,

which include Mobile Software (as defined in Section 16) and applications available on social

networking sites and other platforms, and other downloadable products (the Sites, the

applications, the downloadable products and all products, services and features provided by

us in connection therewith shall be referred to collectively as, the “Services”). We may offer

additional services or products or modify or revise any of the Services at our discretion, and

this Agreement will apply to all additional services or products and all modified or revised

Services unless otherwise indicated. We also reserve the right to cease offering any of the

Services. You agree that we shall not be liable to you or any third party for any modification,

other agreement you may have with us for products, services or otherwise.

All visitors to or users of our Sites or Services, whether registered or not, are “users” of the

Services for purposes of this Agreement. If you register for the Services by creating an

account, you become a “Member”.

This Agreement and any policy or guideline of the Services may be modified by us in our

sole discretion at any time. We shall provide notice of any such modification, which notice

shall, at a minimum, consist of posting the revised Agreement to the Sites. When we change

the Agreement, we will update the “last revised” date at the top of this page. If you are a non-

subscribing user or Member at the time of any modification, unless otherwise indicated, any

changes or modifications will be effective immediately upon posting the revisions to the Site

terminate your subscription at such time, your use of the Service after your termination will

constitute acceptance by you of the revised Agreement. As a result, you should frequently

review this Agreement and all applicable terms and policies to understand the terms that

apply to your use of the Services. If you do not agree to the amended terms, you must stop

using the Services.

1. ELECTRONIC RECORDS

Because the Services are provided electronically, you must consent to our providing

important information electronically if you wish to use the Services. You consent to being

provided with this Agreement, notices, disclosures, information, policies and other materials

in electronic form

them for your records. If you have any trouble printing out, downloading, and/or accessing

any Electronic Records, you may contact us in writing at the address provided above. In

order for you to access and retain Electronic Records sent by us, you must have the

following hardware and software: a computer or other access device capable of reading html

and text files, a modem or other means of accessing the Internet, a browser capable of

accessing and displaying the Company website and the ability to receive and read emails.

To print the Electronic Records, you will also need a printer.

You may withdraw your consent to receive Electronic Records by contacting us in writing at

the address provided above. However, the Services provided by us are only available if you

agree to receive Electronic Records, and you understand that withdrawing such consent will

result in your account being deactivated. You can obtain a paper copy of an Electronic

Record by contacting us in writing at the address provided above, provided that we may

charge a reasonable fee to cover the costs of printing and sending the requested Electronic

Record.

2. ELIGIBILITY

By accessing or using the Services, you represent and warrant that: (a) you are at least 18

years old; (b) you have never been convicted of a felony or any criminal offense

resident of any country which the United States has (i) embargoed, (ii) identified as a

“Specially Designated National” or (iii) placed on the Commerce Department’s Table of Deny

Orders.

3. USE OF THE SERVICES

You agree that you will only use the Services, including the posting of any content through

the Services, in a manner consistent with this Agreement and any and all applicable local,

state, national and international laws and regulations, including, but not limited to, United

States export control laws. Use of the Services is void where prohibited.

a. Member Account. You will create only one unique profile for use of the Services.

You will not include any telephone numbers, street addresses, URLs, multimedia, artworks

confidentiality of the username and password of your account, and you are fully responsible

for all activities that occur under your username and password, including the purchase of

any of our Paid Services (as defined in Section 13 below). You agree (a) to immediately

notify us if you suspect any unauthorized use of your username or password or any other

breach of security, (b) to ensure that you exit from your account at the end of each session,

(c) not to use the account, profile, username or password of any other user or Member and

(d) to 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.

You acknowledge that we are not responsible for any loss or damage arising from the theft

or misappropriation of your username or password. We recommend that you use a strong

d. Interactions with Other Users; Criminal Background Screenings . You assume

all risk when using the Services, including but not limited to all risks associated with any

online or offline interactions with others, including dating. There is no substitute for acting

with caution when communicating with any stranger who wants to meet you. YOU

ACKNOWLEDGE THAT, CURRENTLY, WE DO NOT ROUTINELY SCREEN OUR USERS,

INQUIRE INTO THE BACKGROUND OF OUR USERS, ATTEMPT TO

VERIFY INFORMATION PROVIDED BY OUR USERS OR CONDUCT CRIMINAL

SCREENINGS OF OUR

USERS. WE RESERVE THE RIGHT, IN OUR SOLE DISCRETION, TO CONDUCT SUCH

INQUIRIES OR SCREENINGS (INCLUDING THE SEARCH OF ANY SEX OFFENDER

REGISTRIES). YOU FURTHER

ACKNOWLEDGE THAT WE ARE UNDER NO OBLIGATION TO CONDUCT ANY SUCH

INVESTIGATIONS.

We do not make any representations, warranties or guarantees as to the conduct of its

users, information provided by users, or their compatibility with you. You acknowledge that

not all users are available for matching and that we may create test profiles or accounts to

users and stopping all communications with anyone who pressures you for personal or

financial information or attempts in any way to trick you into revealing it. You agree to treat

all other users with dignity and respect and comply with our user conduct rules set forth in

Section 3(f) below.

e. No Commercial Solicitation or Advertising. You will not engage in any

advertising or solicitation to buy or sell any products or services through the use of the

Services and you will not transmit any chain letters, junk or spam email to other users.

Additionally, you will not use any information obtained from the Services in order to contact,

advertise to, solicit or sell to any user without their prior explicit consent.

f. User Conduct. We are not responsible or liable in any manner for the conduct of

stalking conduct;

iii. use the Services in any manner that could disrupt, damage, disable, overburden,

impair or affect the performance of the Services or interfere with or attempt to interfere with

any other user’s use of the Services;

iv. attempt to interfere with, compromise the system integrity or security or decipher

any transmissions to or from the servers running the Service;

v. impersonate any person or entity, or misrepresent your age, identity, affiliation,

connection or association with, any person or entity;

vi. make any commercial use of the Services or promote or solicit involvement in or

support of a political platform, religion, cult, or sect; vii. defraud, swindle or deceive other

disproportionately large load on our infrastructure; xi. collect or solicit personal information

about anyone under 18; xii. use the Service for any phishing, trolling or similar activities;

xiii. use the Service to redirect users to other sites or encourage users to visit other sites;

xiv. harvest or collect email addresses or other contact information of other users from the

Services by electronic or other means or use the Services to send, either directly or

indirectly, any unsolicited bulk e-mail or communications, unsolicited commercial e-mail or

communications or other spamming or spimming activities; xv. attempt to access any

Services or area of the Sites that you are not authorized to access;

xvi. bypass the measures we may use to prevent or restrict access to the Service,

including without limitation features that prevent or restrict use or copying of any content or

enforce limitations on use of the Service or the content therein;

xvii. use another user’s account or permit or allow other people or third parties to

access and use the Services via your account; or xviii. upload invalid data, viruses, worms,

or other software agents through the Services.

g. Reporting Violations. If you wish to report any violation of this Agreement by

others, including Members, you may do so by using the “Report This Profile” button or

Agreement, misused the Services or behaved in a way that could be regarded as

inappropriate, unlawful, illegal or unsafe, the Company may, among other things,

investigate, take legal action against you and/or terminate your account and cancel your

subscription and/or membership.

4. USER CONTENT

a. Responsibility for User Content. You are solely responsible for the content and

information that you provide, publish, transmit, display or otherwise communicate to us

through the Services or to other users (collectively referred to as “post”), including without

limitation messages, data, text, photos, video, music, graphics, links or other materials

posted through chat messages, community pages, email messages, mobile messages,

b. Accuracy of Information. You will not post any inaccurate, misleading, incomplete

or false information or User Content to us or to any other user. You agree that all images

posted to your dating profile are of you and were taken within the last 2 years and agree to

update your dating profile accordingly. You may be required to supply certain information

and post a photo of yourself to use the Services.

c. No Duty to Review User Content. Although you understand and acknowledge that

the Company has no duty to prescreen, review, control, monitor or edit the User Content

posted by users and is not liable for User Content that is provided by others, you agree that

the Company may, at its sole discretion, review, edit, refuse to accept or delete User

Content at any time and for any reason or no reason without notice, and you are solely

Services or in a separate agreement. By submitting or posting User Content, you hereby

grant, and you represent and warrant that you have the right to grant, to the Company, its

affiliates, licensees and successors an irrevocable, perpetual, non-exclusive, transferable,

fully paid, royalty-free, worldwide right and license to use, copy, publicly perform, publicly

display, reproduce, adapt, modify, distribute, publish, list information regarding, translate,

and syndicate such User Content furnished by you and to prepare derivative works of, or

incorporate into other works, such information and User Content, and to grant and authorize

sublicenses of the foregoing in any medium. You represent and warrant that the User

Content and the public posting and use of your User Content by the Company will not

infringe or violate any third-party rights, including without limitation any intellectual property

rights or rights of privacy or publicity, or cause any harm to any third party or violate the

terms of this Agreement. You further represent and warrant that you have the written

consent of each and every identifiable natural person in your User Content to use such

person’s name, voice, or likeness in the manner contemplated by the Service and this

Agreement, and each such person has released you from any liability that may arise in

relation to such use. By posting User Content, you hereby release the Company and its

agents and employees from any claims that such use, as authorized above, violates any of

acknowledge that information or materials available through the Services may have

copyright protection whether or not it is identified as being copyrighted.

f. Prohibited Content. You will not post, transmit or deliver to any other user, either

directly or indirectly, any User Content that violates any third-party rights or any applicable

law, rule or regulation or is prohibited under this Agreement or any other Company policy

governing your use of the Services (“Prohibited Content”). Prohibited Content includes

without limitation User Content that:

i. is obscene, pornographic, profane, defamatory, abusive, offensive, indecent, sexually

oriented, threatening, harassing, inflammatory, inaccurate, misrepresentative, fraudulent

or illegal; ii. promotes racism, bigotry, hatred or physical harm of any kind against any

v. contains video, audio, photographs, or images of another person without his or her

express written consent (or in the case of a minor, the minor’s legal guardian) or otherwise

violates anyone’s right of privacy or publicity;

vi. promotes or enables illegal or unlawful activities, such as instructions on how to

make or buy illegal weapons or drugs; vii. violates someone’s data privacy or data protection

rights;

viii. contains viruses, time bombs, trojan horses, cancelbots, worms or other harmful, or

disruptive codes, components or devices; ix. contains any advertising, fundraising or

promotional content; or

x. is, in the sole judgment of the Company, objectionable or restricts or inhibits any person

Submissions, whether posted to the Services or provided to the Company by email or

otherwise, are non-confidential and shall become the sole property of the Company. You

hereby assign to the Company all right, title and interest, including without limitation all

intellectual property rights, in and to any and all Submissions. The Company shall be entitled

to the unrestricted use and dissemination of any Submissions for any purpose, commercial

or otherwise, without acknowledgment or compensation to you.

h. Social Networking Sites. If you have enabled the use of our Services through a

third-party social networking or similar site or mobile or other application (a “Social

Networking Site”), such as Facebook, Google or Twitter, you permit the Company to access

certain information about you that is made available to the Company through or from that

Social Networking Site. The information obtained by the Company varies by Social

Networking Site and may be affected by the privacy settings you establish at that Social

Networking Site, but can include information such as your name, profile picture, network,

gender, username, user ID, age range or birthday, language, location, country, interests,

contacts list, friends lists or followers and other information. By accessing or using our

Services through a Social Networking Site, you are authorizing the Company to collect,

store, retain and use, in accordance with our Privacy Policy, any and all of your information

associated with in your Social Networking Site account, the information we obtain about

those persons may also depend on the privacy settings such people have with the

applicable Social Networking Site. You acknowledge and agree that the Company is not

responsible for, and has no control over, any applicable privacy settings on any

Social Networking Sites (including any settings related to any messages or advertisements

about the Company that the Social Networking Site may send to you or your friends). You

should always review, and if necessary, adjust your privacy settings on Social Networking

Sites before getting or using applications such as ours or linking or connecting your Social

Networking Site account to the Services. You may also unlink your Social Networking Site

account from the Services by adjusting your settings on the Social Networking Site.

information and materials will be shared with others accordingly, and you hereby consent to

such sharing. You understand that by using the Services you consent to the collection, use

and disclosure of your personally identifiable information and aggregate data as set forth in

our Privacy Policy, and to have your personally identifiable information collected, used,

transferred to and processed in the United States or any other country in which we process

your data or make the Services available. You also consent to receive emails from us in

connection with the use or promotion of the Services.

6. INTELLECTUAL PROPERTY RIGHTS AND LIMITED LICENSE

Except for your User Content, the Service and all materials therein or transferred thereby,

including, without limitation, software, images, text, graphics, designs, illustrations, Company

Company.

You are hereby granted a non-exclusive, limited, non-transferable, non-sublicensable, freely

revocable license to access and use the Services as permitted by the features of the

Services, subject to the terms and conditions of this Agreement. You agree that you will not

(i) copy, modify, publish, adapt, sublicense, translate, sell, distribute, transmit, perform,

display, reverse engineer, decipher, decompile or otherwise disassemble any portion of the

Proprietary Materials or the Services or cause others to do so; (ii) “frame” or “mirror” any part

of the Services, without our prior written authorization; (iii) use meta tags or code or other

devices containing any reference to the Company or the Services in order to direct any

person to any other website for any purpose; (iv) resell or make any commercial use of the

Services; (v) use any data mining, robots, or similar data gathering or extraction methods or

otherwise collect any pictures, descriptions, data or other content from the Services; (vi)

forge headers or otherwise manipulate identifiers in order to disguise the origin of any

information transmitted through the Services; (vii) use any automated methods or processes

to create user accounts or access the Services or (viii) use the Proprietary Materials or the

Services other than for their intended purpose. Any use of the Services or Proprietary

Materials other than as expressly authorized herein, without the prior written consent of the

Materials. This license is revocable at any time.

7. REPEAT INFRINGER POLICY

If you become aware of any violation of any intellectual property laws (in particular in respect

of User Content) you should report this to us by writing to us by following the

instructions here , including your name and address, details of the location of the content in

question and details of the unlawful nature of the activity or the content.

The Company reserves the right to terminate, in its sole discretion, users who are deemed to

be repeat infringers. The Company may also, in its sole discretion, limit access to the

Services and/or terminate the accounts of any users who infringe any intellectual property

rights of others, whether or not there is any repeat infringement.

you claim has been infringed; (iii) a description of where the material that you claim is

infringing is located on our website (please include URLs to help us identify the material); (iv)

your address, telephone number, and email address; (v) 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 (vi) 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. the Company’s designated Copyright Agent to receive

notifications of claimed infringement is:

JSwipe Customer Care – Smooch Labs, Inc.

Attn: Copyright Agent

MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR

PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS,

AND ATTORNEYS’ FEES.

Please note that this procedure is exclusively for notifying the Company and its affiliates that

your copyrighted material has been infringed. The preceding requirements are intended to

comply with the Company’s rights and obligations under the DMCA, including 17 U.S.C.

§512(c), but do not constitute legal advice. It may be advisable to contact an attorney

regarding your rights and obligations under the DMCA and other applicable laws.

9. TRADEMARKS

The Company’s logos and any other trade name or slogan contained in the Services are

trademarks or service marks of the Company, its partners or its licensors and may not be

copied, imitated or used, in whole or in part, without the prior written permission of the

Company or the applicable trademark holder. In addition, the look and feel of the Services,

including all page headers, custom graphics, button icons and scripts, is the service mark,

trademark and/or trade dress of the Company and may not be copied, imitated or used, in

whole or in part, without our prior written permission. All other trademarks, registered

trademarks, product names and company names or logos mentioned in the Services are the

Company or its Services in a false, misleading, derogatory or otherwise defamatory manner

and provided further that the linking site is not directed at children and does not contain any

adult or illegal material or any material that is offensive, harassing or otherwise

objectionable. This limited right may be revoked at any time. You may not use the

Company’s logo or proprietary graphics to link to any Company website without our express

written permission. Further, you may not use, frame or utilize framing techniques to enclose

any Company trademark, logo or other proprietary information, including the images found in

the Services, the content of any text or the layout/design of any page or form contained in

the Services without the Company’s express written consent. Except as noted above, you

are not conveyed any right or license by implication, estoppel or otherwise in or under any

convenience, and the inclusion of any link does not imply affiliation, endorsement or

adoption by the Company of any site or any information contained therein. When you leave

the Services, you should be aware that our terms and policies no longer govern. You should

review the applicable terms and policies, including privacy and data gathering practices, of

any site to which you navigate from the Services. You understand and agree that you access

any such third-party sites and services at your own risk.

11. THIRD PARTY CONTENT

The Company may provide third party content on the Services and may provide links to web

pages and content of third parties (collectively the “Third Party Content”) as a service to

those interested in this information. The Company does not control, endorse or adopt any

The Services may contain advertisements and promotions from third parties or may

otherwise provide information about or links to third party products or services. Your dealings

or correspondence with, or participation in promotions of, such third parties, and any terms,

conditions, warranties or representations associated with such dealings or promotions, are

solely between you and such third party. The Company is not responsible for, and does not

endorse, any features, content, advertising, products, services or other materials on or

available from third party sites. You agree that the Company shall not be responsible or

liable, directly or indirectly, for any loss or damage of any sort incurred as the result of such

INDIRECT DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF

PROFITS OR LOSS OF

DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED

TO

NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR RELATING TO THE USE OF OR

INABILITY TO USE

THE SERVICES, OR THE PROPRIETARY MATERIALS CONTAINED IN OR ACCESSED

THROUGH THE

VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF

PERFORMANCE, WHETHER

OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT,

DESTRUCTION OR

UNAUTHORIZED ACCESS TO THE COMPANY’S RECORDS, PROGRAMS OR

SERVICES. UNDER NO

CIRCUMSTANCES WILL THE COMPANY’S AGGREGATE LIABILITY, IN ANY FORM OF

ACTION

WHATSOEVER IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE

SERVICES, EXCEED THE GREATER OF (1) THE AGGREGATE AMOUNT OF FEES FOR

COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR

RELATING TO THE

CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE

SERVICES, INCLUDING

WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, IDENTITY THEFT

AND/OR ANY OTHER

DAMAGES RESULTING FROM COMMUNICATIONS, MEETINGS OR OTHER

INTERACTIONS WITH

OTHER USERS OF THE SERVICES. THIS INCLUDES ANY CLAIMS, LOSSES OR

DAMAGES ARISING FROM THE CONDUCT OF USERS WHO HAVE REGISTERED

us and explain your complaint as soon as it arises.

a. Governing Law. This Agreement shall be governed by the internal substantive laws

of the State of New York, without respect to its conflict of laws principles. Notwithstanding

the preceding sentences with respect to the substantive law, the interpretation and

enforcement of, and proceedings pursuant to, Section 20(b) of this Agreement shall be

governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16), and we expressly recognize and

acknowledge the continuing applicability of our right to contract for binding arbitration and

waiver of any right to participate in a class Action or jury trial, as set out in Section 20(b)

hereof. The application of the United Nations Convention on Contracts for the International

Sale of Goods is expressly excluded. You agree that any claim or dispute you may have

against the Company must be resolved in a federal or state court located in New York, NY,

USA or as described in the Arbitration provision below. Both you and the Company retain

the right to seek injunctive or other equitable relief in a court of competent jurisdiction to

prevent the actual or threatened infringement, misappropriation or violation of copyrights,

trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set

forth in the Arbitration provision below including any provisional relief required to prevent

irreparable harm. You agree that the state or federal courts located in New York, NY, USA

CAN SEEK RELIEF FROM THE COMPANY. For any dispute with the Company, you agree

to first contact us within 30 days of when the dispute arises at [email protected] and attempt

to resolve the dispute with us informally. In the unlikely event that the Company has not

been able to informally resolve a dispute it has with you within 60 days, we each agree to

resolve any claim, dispute, or controversy (excluding any claims for injunctive or other

equitable relief described in Section 20(a)) arising out of or in connection with or relating to

the Services or this Agreement, or the breach or alleged breach thereof, including disputes

related to the interpretation, applicability, enforceability or formation of this agreement to

arbitrate

(collectively, “Claims”), by binding arbitration by the Judicial Mediation and Arbitration

federal or state judicial officer who presided in the jurisdiction where the arbitration will be

conducted. The arbitration will be conducted in New York, NY, USA (or the nearest office to

Santa Clara County), unless you request a hearing in your hometown area or you and the

Company agree otherwise. The language to be used in the arbitral proceedings will be

English, unless otherwise agreed by the parties. Payment of all filing, administration and

arbitrator fees and costs will be governed by JAMS rules, but if you are unable to pay any of

them, the Company will pay them for you. The award rendered by the arbitrator may include

your costs of arbitration, your reasonable attorneys’ fees and your 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. The Company will not seek its attorneys’

commitment to engage in the informal dispute resolution process. If your claim does not

exceed $10,000, then you may choose whether the arbitration will be conducted solely on

the basis of the documents that you and the Company submit to the arbitrator, through a

telephonic hearing, or by an in-person hearing.

c. CLASS ACTION AND JURY TRIAL WAIVER. YOU AND THE COMPANY AGREE

THAT ANY AND ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL

CAPACITY, AND NOT AS A PLAINTIFF OR

CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION,

PRIVATE ATTORNEY

GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER

APPLIES TO CLASS

ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT

CONSOLIDATE

MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS

AGREEMENT, YOU

AND THE COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO

PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY

inability to use the Services; (ii) any claim or damages that arise as a result of any of your

User Content or any User Content that is submitted via your account; (iii) your conduct in

connection with the Services or our users, (iv) your violation of any of the terms of this

Agreement, including without limitation your breach of any of the representations and

warranties above, (v) your violation of any rights of a third party, including without limitation

any right of privacy or intellectual property rights; (vi) any other party’s access and use of the

Services with your unique username, password or other appropriate security code or (viii)

your violation of any applicable laws, rules or regulations.

e. Severability. If any clause within this Section 20 is found to be illegal or

unenforceable, that clause will be severed from this section and the remainder of the section

a. Termination by the Company. Notwithstanding anything to the contrary in this

Agreement, the Company may suspend, deactivate or terminate your account and your right

to use the Services and may block or prevent your access to and use of the Services at any

time in its sole discretion, for any reason or no reason, without explanation and without

notice (including without limitation blocking users or Members from certain IP addresses).

We also reserve the right to remove or block access to your account information, User

Content or data from our Services and any other records at any time at our sole discretion.

In the event that we determine that your access to any of the Services is terminated or

suspended for cause, such as due to any breach of this Agreement, flagged conduct or

content, third party complaints or the implementation of our repeat infringer policy, you agree

Section 22, below, you may deactivate or terminate your account at any time, for any or no

reason, by accessing the “settings” page of your account or by contacting us as described

above. Except as otherwise provided by law or under this Agreement, you will not be entitled

to any refund of the fees you have paid to the Company and all outstanding or pending

payments under the terms of your subscription will immediately be due and payable.

c. Survival. After your account is suspended, deactivated or terminated, all terms that

by their nature may survive termination of this Agreement shall be deemed to survive such

termination, including without limitation Sections 18, 19, 20 and 24.

22. CANCELLATION RIGHTS

In addition to the cancellation procedure set forth in Section 13(d) above, if you are a

Company subscriber in one of the following states or provinces (as determined by the zip

code / postal code you use at the time of your subscription), you have the right to cancel

your subscription in accordance with the applicable terms described below for such state or

province. The date of your subscription is the date that you sign up for the subscription

through our Services. Upon cancellation of your subscription in accordance with this Section

22, your subscription benefits will terminate immediately.

a. Arizona. CANCELLATION. You have the right to cancel your subscription

Service, 10808 S River Front Parkway, Suite 398 South Jordan, UT 84095, or

personally delivered to our offices at that address. Monies paid pursuant to any

subscription and/or upgrade(s) for dating services shall be refunded within 30 days of

receipt of the notice of cancellation.

b. California. CANCELLATION. You have the right to cancel your subscription

and/or upgrade(s) (including upgrades to a subscription and upgrades without a

subscription), without any penalty or obligation, at any time until midnight of the third

business day after the day on which you purchased a subscription and/or upgrade(s).

To cancel your subscription and/or upgrade(s), mail or deliver a signed and dated

notice to JSwipe Customer Care – Smooch Labs, Inc., Attn: Customer Service, 10808

upgrade(s) for dating services shall be refunded within 10 days of receipt of the notice

of cancellation.

a. c. Colorado. CANCELLATION. YOU, THE BUYER, MAY CANCEL THIS

CONTRACT, WITHOUT ANY PENALTY OR OBLIGATION, AT ANY TIME PRIOR TO

MIDNIGHT OF THE THIRD BUSINESS DAY

FOLLOWING THE DATE OF THIS CONTRACT, EXCLUDING SUNDAYS AND

HOLIDAYS. NOTICE OF CANCELLATION NEED NOT TAKE A PARTICULAR FORM

AND IS EFFECTIVE IF IT INDICATES YOUR

DESIRE TO NOT BE BOUND BY THIS CONTRACT. TO CANCEL THIS CONTRACT,

SEND AN E-MAIL

CONTRACT, WITHOUT ANY PENALTY OR OBLIGATION, WITHIN THREE BUSINESS

DAYS AFTER YOUR RECEIPT OF THIS

CONTRACT BY MAILING THIS SIGNED AND DATED NOTICE OF CANCELLATION BY

CERTIFIED OR

REGISTERED UNITED STATES MAIL TO THE SELLER AT THE FOLLOWING

ADDRESS: JSWIPE

CUSTOMER CARE – SMOOCH LABS, INC., ATTN: REFUND REQUEST, 10808 S River

Front Parkway, Suite 398 South Jordan, UT 84095. IF YOU CANCEL, ANY PAYMENTS

MADE BY YOU UNDER THE CONTRACT WILL

BE RETURNED WITHIN TEN BUSINESS DAYS FOLLOWING RECEIPT BY THE SELLER

OF YOUR CANCELLATION NOTICE. INCLUDE YOUR COMPANY USER NAME AND

THE EMAIL ADDRESS USED TO REGISTER FOR THE SERVICES WITH SUCH NOTICE.

e. Illinois. CANCELLATION. You have the right to cancel your subscription

and/or upgrade(s) (including upgrades to a subscription and upgrades without a

subscription), without any penalty or obligation, within three business days after the

first business day after the date you purchased a subscription and/or upgrade(s). A

written notice of cancellation (which includes your Company user name and the email

and/or upgrade(s) (including upgrades to a subscription and upgrades without a

subscription), without any penalty or obligation, at any time prior to midnight of the

third business day after the date you purchased a

subscription and/or upgrade(s). A signed and dated written notice of cancellation

(which includes your Company user name and the email address used to register for

the Services) must be mailed or delivered to JSwipe Customer Care – Smooch Labs,

Inc., Attn: Refund Request, 10808 S River Front Parkway, Suite 398 South Jordan, UT

84095or send a telegram. Monies paid pursuant to any subscription and/or upgrade(s)

for dating services shall be refunded within 10 business days of receipt of the notice

of cancellation.

South Jordan, UT 84095. If you cancel, we will return, within ten days of the date on

which you give notice of cancellation, any payments you have made. Include your

Company user name and the email address used to register for the Services with

such notice.

h. New York. NOTICE OF CANCELLATION. YOU MAY CANCEL THIS CONTRACT,

WITHOUT ANY PENALTY OR OBLIGATION, WITHIN THREE (3) BUSINESS DAYS

AFTER THE DATE OF THIS CONTRACT BY MAILING THIS SIGNED AND DATED

NOTICE OF CANCELLATION BY CERTIFIED OR REGISTERED UNITED STATES MAIL

TO THE SELLER AT JSWIPE CUSTOMER CARE – SMOOCH LABS, INC., ATTN:

REFUND REQUEST, 10808 S River Front Parkway, Suite 398 South Jordan, UT 84095.

i. North Carolina. NOTICE OF CANCELLATION. You may cancel your

subscription and/or upgrade(s) (including upgrades to a subscription and upgrades

without a subscription) at any time prior to midnight of the third business day after

the date you purchased a subscription and/or upgrade(s). To cancel your

subscription and/or upgrade(s), mail or deliver a written notice of cancellation (which

includes your Company user name and the email address used to register for the

Services) to JSwipe Customer Care – Smooch Labs, Inc., Attn: Refund Request,

10808 S River Front Parkway, Suite 398 South Jordan, UT 84095 no later than

midnight of the third business day after the date you purchased a subscription and/or

upgrade(s). Notice of cancellation, if given by mail, is given when it is deposited in the

United States mail properly addressed and postage prepaid. Payments made

pursuant to any subscription and/or upgrade(s) for dating services shall be refunded

within 30 days after the notice of cancellation is given.

l. Ohio. NOTICE OF CANCELLATION. You may cancel your subscription and/or

upgrade(s) (including upgrades to a subscription and upgrades without a

subscription) for any reason, without any penalty or obligation, until midnight of the

third business day after the date you purchased a subscription and/or upgrade(s), or

Smooch Labs, Inc., Attn: Refund Request, 10808 S River Front Parkway, Suite 398

South Jordan, UT 84095, or written to us by following the instructions here or by a

telegram. Notice of cancellation by certified mail is effective upon the date of post

marking. Delivery is effective when delivered to the address above. When notice is

sent by electronic mail, notice is effective when the electronic mail is sent to the

Company’s electronic mail address.

k. Quebec, Canada. NOTICE OF CANCELLATION. You may cancel your

subscription at any time. If you wish to cancel your subscription and claim a refund

for the unused portion of the balance of your subscription term, you may send a

signed and dated copy of your Notice of Cancellation to

(10) business days following receipt of your cancellation notice. You must include

your Company user name and the email address used to register for the Services with

your cancellation notice.

l. Rhode Island. NOTICE OF CANCELLATION. You may cancel your

subscription and/or upgrade(s) (including upgrades to a subscription and upgrades

without a subscription) at any time prior to midnight of the third business day after

you purchased a subscription and/or upgrade(s) by mailing, by certified or registered

United States mail, a signed and dated copy of this Notice of Cancellation at JSwipe

Customer Care – Smooch Labs, Inc., Attn: Refund Request, 10808 S River Front

Parkway, Suite 398 South Jordan, UT 84095. If you cancel under this provision, any

the date on which you signed the contract. If within this time period you decide you

want to cancel this contract, you may do so by notifying the Company by any writing

mailed or delivered to the Company at the address shown on the contract, within the

previously described time period. If you do so cancel, any payments made by you will

be refunded within 21 days after notice of cancellation is delivered, and any evidence

of any indebtedness executed by you will be canceled by the Company and

arrangements will be made to relieve you of any further obligation to pay the same.

Include your Company user name and the email address used to register for the

Services with such notice.

23. STATE SPECIFIC PROVISIONS

If you are a Company subscriber in one of the following states (as determined by the zip

code you use at the time of your subscription), the provision(s) listed below for such state will

apply. Unless otherwise stated, you may exercise any rights applicable to you by providing

written notice to us (which includes your Company user name and the email address used to

register for the Services) by mail at JSwipe Customer Care – Smooch Labs, Inc., Attn:

Refund Request, 10808 S River Front Parkway, Suite 398 South Jordan, UT 84095.

a. California. The following additional provisions(s) apply if you are a California subscriber

you and your representative. “Disability” means a condition which precludes you from

physically using the Services specified in the contract during the term of disability and the

condition is verified in writing by a physician designated and remunerated by you. The

written verification of the physician shall be presented to the Company. If the physician

determines that the duration of the disability will be less than six months, we may extend the

term of the contract for a period of six months at no additional charge to you in lieu of

cancellation.

ii. You acknowledge that the Services are accessible online and are offered in many

locations internationally and that therefore, there is no physical dating service office. Thus,

you acknowledge and agree that for purposes of California Civil Code¤ 1694.3(b), the term

promptly refunded to you If you elect to be relieved of further obligation pursuant to this

subdivision, the Company may charge you a fee of $100.00 or, if more than half the life of

the contract has expired, a fee of $50.00, not to exceed the amount of the refund to which

you are entitled. Such fee shall be deducted from any refund which the Company is required

to make to you.

a. b.Colorado. The following additional provisions(s) apply if you are a Colorado

subscriber (as determined by the zip code you use at the time of your subscription):

i. If by reason of death or disability you are unable to receive all services for which

you have contracted, you and your estate may elect to be relieved of the obligation to make

payments for services other than those received before death or the onset of Disability,

months at no additional charge in lieu of cancellation.

iii. You acknowledge that the Services are accessible online and are offered in many

locations internationally and that therefore, there is no physical dating service office. Thus,

you acknowledge and agree that for purposes of Colorado Revised Statute § 6-1-731.1(e),

the term “Dating Service Office” shall mean any location where the Services are available. If

you relocate your primary residence further than 50 miles from the Company’s Dating

Service Office and you are unable to transfer the contract to a comparable facility, you may

elect to be relieved of the obligation to make payment for services, other than those received

prior to that relocation. Upon such election, if you have prepaid any amount for dating

services, so much of the amount prepaid that is allocable to services that you have not

received shall be promptly refunded to you If you elect to be relieved of further obligation

pursuant to this subsection. We may charge you a fee of $100.00 or, if more than half the

life of the contract has expired, a fee of $50.00, not to exceed the amount of the refund to

which you are entitled. Such fee shall be deducted from any refund which we are required

to make to you.

c. Illinois. The following additional provision(s) apply if you are an Illinois subscriber (as

primary residence to a location that is more than 25 miles from where our Services are

comparably offered, you may cancel this contract and shall be liable only for that portion of

the charges allocable to the time before reasonable evidence of the relocation is presented

to the Company plus a fee equal to the lesser of (1) 10% of the unused balance or (2) $50.

Such fee shall be deducted from any refund which the Company is required to make to you.

ii. If by reason of death you are unable to receive all services for which you have

contracted, your estate may elect to be relieved of the obligation to make payments for the

Services other than those received before death. We shall have the right to require and

verify reasonable evidence of the death.

d. New York. The following additional provisions(s) apply if you are a New York subscriber

cancellation fee 15% of the cash price or a pro rata amount for the number of referrals

furnished to you, whichever is greater. This shall be your sole remedy for failure to provide

the minimum number of referrals.

ii. Except in connection with any merger, sale of company assets, reorganization,

financing, change of control or acquisition of all or a portion of the Company’s business by

another company or third party or in the event of bankruptcy, the Company will not without

the prior written consent of the purchaser sell, assign or otherwise transfer for business or

for any other purpose to any person any information and material of a personal or private

nature acquired from a purchaser directly or indirectly including but not limited to answers to

tests and questionnaires, photographs or background information. You acknowledge and

Request, 10808 S River Front Parkway, Suite 398 South Jordan, UT 84095. Upon such

election, your subscription benefits will cease and you will receive a prorated refund of the

Subscription Fee paid, less a termination fee of $50.00, not to exceed the amount of the

refund to which you are entitled.

iv. You have the right to place your subscription on hold for a period of up to one year

at any time. To do this, you must notify the Company in writing (which includes your

Company user name and the email address used to register for the Services) at JSwipe

Customer Care – Smooch Labs, Inc., Attn: Refund Request, 10808 S River Front Parkway,

Suite 398 South Jordan, UT 84095.

e. Ohio. The following additional provision(s) apply if you are an Ohio subscriber (as

determined by the zip code you use at the time of your subscription):

i. If by reason of death or disability you are unable to receive the benefits from the

Services, the contract shall be proportionally divided by all of the days in which the Services

were made available to you as part of the contract offering, and you shall be liable for

payments only for that portion of the contract that can be attributed to the period prior to your

actual death or disability, exclusive of any period of time in which the Services were made

available to you free of charge as part of the contract offering, and within 30 days after

River Front Parkway, Suite 398 South Jordan, UT 84095 of your intention to relocate and

requesting that the contract be terminated. Upon such election, your subscription benefits

will cease and you will receive a prorated refund of the Subscription Fee paid.

24. MISCELLANEOUS

This Agreement, and any rights and licenses granted hereunder, may not be transferred or

assigned by you, but may be assigned by the Company without restriction. Any attempted

transfer or assignment in violation hereof shall be null and void. You agree that this

Agreement, together with the Privacy Policy and any Additional Terms, contains the entire

agreement between you and the Company regarding the use of the Services and

supersedes all prior agreements and understandings (including without limitation any prior

unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration

agreement shall be unenforceable. The failure of the Company to exercise or enforce any

right or provision in this Agreement shall not operate as a waiver of such right or provision.

Other than any affiliate of the Company, there are no third-party beneficiaries to this

Agreement and no third party who is not a party to this Agreement shall have any right to

enforce any term of this Agreement. Smooch Labs, Inc. is a corporation organized under the

laws of the State of Delaware, USA (file number 5459991).

25. LANGUAGE OF THE AGREEMENT

The language of this Agreement is English. Where the Company has provided a translation

of the English version of this Agreement, you agree that the translation is provided for your

modifications.

Section 20(a) (Arbitration) does not apply to Canadian Members. Section 20(b) (Class Action

and Jury Trial Waiver) does not require a Canadian Member to waive a right to a class

action proceeding. Notwithstanding paragraph (a) of Section 16(e) (Language) and Section

25 (Language), the French language version of this Terms of Service Agreement will govern

for Quebec Members. For Quebec Members, Section 18 (Disclaimers) does not affect the

legal warranty in Quebec and Section 18 (Limitation of Liability) does not excuse the

Company from its own acts. Notwithstanding Section 20, this Agreement will be governed by

the laws of the Province of Quebec for Quebec Members. References in this Section 26 to a

Canadian Member or to a Quebec Member will be determined by the postal code of the

Member used at the time of subscription.

Virtual Goods and Currency Terms of Use

Last Revised: March 24, 2020

PLEASE READ THESE VIRTUAL GOODS AND CURRENCY TERMS OF USE

CAREFULLY. BY MAKING A

PURCHASE OR USING OUR VIRTUAL PRODUCTS, SERVICES OR CURRENCY, YOU

AGREE TO BE BOUND BY THESE TERMS AND ALL TERMS INCORPORATED BY

networking sites and other platforms, and services (collectively, the “Services”). Your

purchases and uses of Virtual Goods and Coins through our Services are governed by these

Virtual Goods and Currency Terms of Use (“VGC

Terms of Use”) and by the Company Terms of Use, which is incorporated herein by

reference. These VGC Terms of Use set out the legally binding terms for your purchase and

use of our Virtual Goods and Coins and may be modified by us from time to time by posting

the revised VGC Terms of Use on the applicable Service. Such changes shall apply to any

purchases made after such changes are posted. Therefore, you should review these VGC

Terms of Use prior to each purchase so you will understand the terms applicable to such

transaction.

You acknowledge that you are responsible for maintaining the security of, and restricting

access to, your account and password, and you agree to accept responsibility for all

purchases and other activities that occur under your account. We reserve the right to refuse

or cancel orders or terminate accounts at any time in our sole discretion.

2. PAYMENT

By submitting an order for our Virtual Goods or Coins through our Services, you authorize

the Company, or its designated payment processors, to charge the account you specify for

the purchase amount. All prices we show on our Services are subject to change without