Terms & Conditions
Terms of Service Effective as of September 10, 2021
Please read these terms carefully before processing. These Terms of Service is entered into by and between you and Opal and Company, Inc. (“Opal”, “we”, “us,” or “our”) as a legally binding contract. The following terms and conditions govern your access to and use of Opal’s websites [www.opal.community], applications, product, software, or tool, including any content, functionality, communications and services offered by Opal (collectively, “the Services”), available now or in the future. By accessing or using the Services offered by Opal, you are confirming that you have read, understood, and accept this Terms of Service and our Privacy Policy [www.opal.community/privacy-policy] (collectively the “Terms”). All information we collect on the Services is subject to our Privacy Policy. If you do not agree to these Terms, do not access or use the Services. The Services are offered and available to users who are 18 or older. By accessing or using the Services, you are confirming that you meet all of the foregoing eligibility requirements. If you access the Services or accept these Terms on behalf of a company or other legal entity, you confirm that you have the authority to bind that legal entity. If you do not meet all of the eligibility requirements, you shall not access or use the Services.
Beta User. From time to time we may make certain services available to you in beta form, and if so, the Services will clearly be designated as a beta version. The following terms apply to users of a beta version.
(a) Beta User Confidentiality. Any information relating to the beta testing progress, results, feedback, or any software-related information is confidential (collectively, “Confidential Information”). You will keep, and ensure that any and all persons, firms, companies or organizations associated with you keep all Confidential Information confidential, unless permitted under this clause. This confidentiality obligation does not apply to the disclosure of Confidential Information which:
Is or comes into public domain, except through breach of the confidentiality obligation under this clause;
Comes lawfully into your possession from a third party who is not bound by a confidentiality obligation relating to such Confidential Information;
Is required to be disclosed by any court of competent jurisdiction or any competent judicial, governmental, supervisory or regulatory body, or any law; or
Is disclosed by you with Opal’s prior written consent.
Modification, Discontinuation, and Termination. We reserve the right at any time to modify, edit, delete, suspend or discontinue, temporarily or permanently these Services (or any portion thereof) and/or the information, materials, products and/or services available through these Services (or any portion thereof) with or without notice, at our sole discretion. The last date the Terms have been revised will be posted. All changes are effective immediately upon posting and will apply to the access to and the use of the Services. By continuing to access or use the Services after we have posted the revised Terms, you agree to be bound by the revised Terms. If the revised Terms are not acceptable to you, you must not access or use the Services.
About the Services. The Services allow users to connect with individuals in certain industries (“Mentees”), and users in certain industries to connect with individuals seeking information (“Mentors”) by engaging with Opal’s platform to request or respond to connect requests. The Services may also provide Mentees and Mentors additional opportunities to communicate. Opal is an online platform through which users may interact with one another in an effort to strengthen their personal and professional relationships with other users. Individuals may match with one another and communicate with each other. You understand and agree that Opal is not a party to any communications or content creations between users of the platform. Opal has no control over the conduct or content of users of the Services. You agree that Opal may access, store, process and use any information and personal data that you provide in accordance with the Terms. However, you also agree that Opal has no obligation to store, maintain or provide you a copy of any content of information that is provided to Opal, except to the extent required by applicable law and as noted in our Privacy Policy.
Account Profiles. To access most features of the Services, you must register for an account. When you register for an account, you may be required to provide certain registration details or other information about yourself, such as: your name, email address, other contact information. The information you provide must be correct, current, and complete. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and accept responsibility for all activities that occur under your account. If you believe your account is no longer secure, you must notify us immediately of any unauthorized access to or use of your username or password. When you create an account, you may link certain third-party social networking sites by providing the login information through our Services or expressly authorizing us to access your third-party social networking accounts, as permitted under the applicable terms and conditions of each social networking account. You are entitled to disclose your login information to Opal.
Prohibited Use. You may use the Services only for lawful purposes and in accordance with these Terms. You agree not to use the Services:
In any way that violates any applicable federal, state, local, or international law and/or regulation.
For the purpose of exploiting, harming, or attempting to exploit or harm users, including without limitation, minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
To send, knowingly receive, upload, download, use, or re-use any material that does not comply with these Terms.
To impersonate or attempt to impersonate Opal, an Opal employee, another user, or any other person or entity.
To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Services.
To harm Opal or users of the Services or expose them to liability.
Additionally, you agree not to:
Use the Services in any manner that could disable, overburden, damage, or impair the Services.
Interfere with any other party’s use of the Services, including their ability to engage in real time activities through the Services.
Access content or data not intended for you, or logging onto a server or account that you are not authorized to access.
Use the Services to send unsolicited email, including, without limitation, promotions, or advertisements for products or services.
Use any robot, spider, or other automatic device, process, or means to access the Services for any purpose, including monitoring or copying any of the material provided on the Services.
Use any manual process to monitor or copy any of the material on the Services, or for any other purpose not expressly authorized in these Terms, without our prior written consent.
Use any device, software, or routine that interferes with the proper working of the Services.
Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
Attempt to modify, reserve-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by Opal in providing the Services.
Otherwise attempt to interfere with the proper working of the Services.
Termination and Removal. We have the right to disable your account, at any time, for no reason, and with our sole discretion. You have the right, at any time, to disable your account and discontinue using the Services. Additionally, we have the right to remove or block any user content at any time without notice, in our opinion and sole discretion.
Monitoring. You acknowledge that we have no obligation to monitor your access to or use of the Services. You agree that Opal is not responsible for misuse of the Services by any users. However, we have the right to monitor your access or use for the purpose of operating the Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.
Copyrights and Trademarks. The Services are protected by copyright, trademark, and other laws of the United States and foreign countries. You acknowledge and agree that the Services are the exclusive property of Opal and its licensors (if any). You agree not to remove, alter or obscure any copyright, trademark, service marker or other proprietary right notices incorporated in or accompanying the Services. Any other trademarks, service marks, logos, trade names and other proprietary designations are the trademarks or registered trademarks of their respective parties. As previously mentioned in the “About the Services” section above, Opal is not a party to any communications or agreements between users. Opal has no control over the conduct of the users of the Services. Thus, Opal has no claim or involvement in the assignment of any intellectual property or proprietary rights between users on the platform. Opal does not knowingly violate or permit others to violate the copyrights of others. We will promptly remove or disable access to material that we know is infringing or if we become aware of circumstances from which infringing activity is apparent.
Content Provided by You. When you post content, you confirm that you have the right, power and authority to that content. Also by posting or providing such content, you will not violate third-parties rights of any kind. To the extent your content may be copyrightable, you represent, warrant and covenant that you are the owner of all the copyright rights to such content. If you believe your intellectual property, including without limitation to, trademarks, trade secrets, patents, or privacy or publication rights are being violated, please contact Opal at hello@opal.community.
Digital Millennium Copyright Act. If you are a copyright owner or an agent and believe that any content infringes upon your copyrights, you may submit a notification under the Digital Millennium Copyright Act ("DMCA") by providing us notice to our Designated Agent at hello@opal.community with the following information in writing:
A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single website location are covered by a single notification, a representative list of such works at that website;
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and email address;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you believe that your content that was removed or to which access was disabled is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the material, you may send a counter-notice containing the following information to the Copyright Agent:
Your physical or electronic signature;
Identification of the content that has been removed or to which was disabled as a result of mistake or a misidentification of the content; and
Your name, address, telephone number and email address, a statement that you consent to the jurisdiction of the federal court in San Francisco, California, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If the counter-notice is received by the Designated Agent, we may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed Content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, the removed content may be replaced, or access to it restored, 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion. If multiple complaints are received Opal may lock accounts or take other actions to warn repeat violators.
No Endorsement. You understand and agree that Opal is not involved in the communications between users and does not refer or endorse any users, Mentees, or Mentors. We do not edit, modify, filter, screen, endorse or guarantee the content or communications between users. By using the Services, you agree that any legal remedy or liability that you may seek to obtain for actions or omissions of other users or other third parties will be limited to a claim against the particular user(s) or other third party(ies) who cause you harm, and you agree not to attempt to impose liability on, or seek any legal remedy from Opal with respect to such actions or omissions.
Your Feedback. The feedback you provide to us through the Services will be and will remain our exclusive property. Your submission of feedback will be an assignment to us of all worldwide rights, title and interests in your feedback, including all copyrights and other intellectual property rights in your feedback. We will be entitled to reduce to practice, exploit, make, use, copy, disclose, display or perform publicly, distribute, improve and modify any feedback you submit for any purpose whatsoever, without restriction and without compensating you in any way. For this reason, we ask that you not send us any feedback that you do not wish to assign to us.
Fees and Payments. You may be required to purchase or pay a fee either to us or a trusted third-party payment processor to access some of our Services. You agree to provide current, complete, and accurate purchase and account information for all purchases made via the Services. You further agree to promptly update account and payment information, so that we can complete transactions and contact you as needed. We bill through an online billing account using a third party payment processor, and your use of this third-party payment processor is subject to their terms and conditions of use. We may change prices at any time and all payments shall be in USD. Further you agree to pay all charges or fees at the price then in effect for your purchases, and you authorize us to charge your chosen payment provider for such amount. All fees are paid in either in advance or on a recurring basis and are non-refundable. If your purchase is subject to recurring charges, then you consent to us charging your payment method on a recurring basis, until you notify us of your cancellation. Subscriptions may be cancelled at any time, in which case paid services will discontinue at the end of the billing cycle. If you provide us with a credit card that expires during the term of a subscription, we reserve the right to charge any renewal card issued to you as a replacement. If your payment has not been received by Opal, or there is a chargeback by the credit card company, we reserve the right to cancel or suspend your account and access to the Services until payment has been received. You agree to pay all costs of collection, including attorneys’ fees and costs, on any outstanding balance. If you fail to pay any amount when due, Opal may immediately suspend or terminate your access to any or all of the Services. If your use or access of the Service is terminated, you may request a refund within 30 days of the termination. We will notify you of the approval or rejection of your refund. If your refund is approved, then your refund will be processed, and a credit will automatically be applied to your credit card or original method of payment.
Disclaimer of Warranties. OPAL HEREBY DISCLAIMS ALL WARRANTIES. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSE BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT. YOUR USE OF THE SERVICES, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES IS AT YOUR OWN RISK. THE SERVICES, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF. NEITHER OPAL NOR ANY PERSON ASSOCIATED WITH OPAL MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER OPAL NOR ANYONE ASSOCIATED WITH OPAL REPRESENTS OR WARRANTS THAT THE SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SERVICES OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
Limitation of Liability. YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS WE, ON BEHALF OF OUR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, LICENSORS AND SERVICE PROVIDERS, EXCLUDE AND DISCLAIM LIABILITY FOR ANY LOSSES AND EXPENSES OF WHATEVER NATURE AND HOWSOEVER ARISING INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, GENERAL, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES; LOSS OF USE; LOSS OF DATA; LOSS CAUSED BY A VIRUS; LOSS OF INCOME OR PROFIT; LOSS OF OR DAMAGE TO PROPERTY; CLAIMS OF THIRD PARTIES; OR OTHER LOSSES OF ANY KIND OR CHARACTER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR ESTABLISHING SUCH PROCEDURES FOR DATA BACKUP AND VIRUS CHECKING AS YOU CONSIDER NECESSARY. THIS LIMITATION OF LIABILITY APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER BASIS. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF THE RELEASED PARTIES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED THE AMOUNT YOU HAVE PAID OPAL IN THE LAST TWELVE (12) MONTHS PRIOR TO THE EVENTS GIVING RISE TO THE CLAIM.
Indemnification. You agree to release, defend, indemnify and hold harmless Opal, its subsidiaries, and affiliates, and their respective directors, officers, agents, partners and employees from any loss, liability, claim, damages, judgments, awards, losses, costs, expenses, fees or demands, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Services, a breach of these Terms of Service, your contributions as a user, any breach of your representations and warranties set forth above, any use of the Services’ content, services, and products other than as expressly authorized in these Terms, or if any material that you post using the Services causes us to be liable to another. We reserve the right to defend any such claim, and you agree to provide us with such reasonable cooperation and information as we may request.
Third-Party Link. If the Services contain links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party links, you do so entirely at your own risk. We recommend that you read through their terms and conditions of use for such links.
International Users. We provide the Services for use only by persons located in the United States. We make no claims that the Services or any of its content is accessible or appropriate outside of the United States. Access to the Services may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Governing Law and Jurisdiction. All matters, disputes or claims relating to the Services and these Terms, shall be governed by laws of the State of California. You agree to the sole and exclusive jurisdiction and venue of the federal or state courts in Santa Clara County, California in the event of any dispute of any kind arising from or relating to these Terms, Privacy Policy, your use of the Services and any other Opal service or content.
Arbitration. At Opal’s sole discretion, it may require you to submit any disputes arising from these Terms or use of the Services, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying California state law. You acknowledge and agree that you are waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless, both Opal and you agree in writing, the arbitrator may not consolidate more than one person’s claim, and may not otherwise preside over any form of any class or representative proceeding. The arbitrator will have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision or the Terms is void, voidable or otherwise invalid. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity. Any award of the arbitrator will be final and binding on the parties. YOU AND OPAL AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Opal agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed and the remaining arbitration terms will be enforced.
Waiver and Severability. No waiver by Opal of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Opal to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.
Entire Agreement. The Terms of Service and our Privacy Policy constitute the sole and entire agreement between you and Opal regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services.
Questions. All feedback, comments, requests for technical support, or other communications relating to the Services or the Terms of Service should be directed to hello@opal.community.