Terms and Conditions

1. Acceptance of Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and TapNoodle LLC, a Domestic Limited Liability Company organized under the laws of the State of New Mexico ("Company," "we," "us," or "our"), governing your access to and use of our websites, mobile applications, and all related services (collectively, the "Services").

By accessing or using any of our Services, including but not limited to GenuineSouls and WeOnly Talk, you acknowledge that you have read, understood, and agree to be bound by these Terms, as well as our Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms, you must not access or use our Services.

You represent and warrant that you are at least eighteen (18) years of age and have the legal capacity to enter into these Terms. If you are accessing or using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

2. Definitions

For the purposes of these Terms, the following definitions apply:

• "Services" refers to all products, applications, websites, features, and content offered by TapNoodle LLC, including the GenuineSouls dating application and the WeOnly Talk social networking platform.
• "User Content" refers to any text, images, photos, audio, video, data, or other materials that you upload, post, transmit, or otherwise make available through the Services.
• "Intellectual Property" refers to all patents, trademarks, service marks, trade names, copyrights, trade secrets, know-how, and any other proprietary rights associated with the Services.
• "Platform" refers individually or collectively to the GenuineSouls application and the WeOnly Talk application.
• "Account" refers to the registered user profile you create to access and use the Services.

3. User Accounts

3.1 Account Registration

To access certain features of our Services, you may be required to create an Account. When registering, you agree to provide accurate, current, and complete information, and to update such information to keep it accurate, current, and complete. You are solely responsible for maintaining the confidentiality of your Account credentials.

3.2 Account Security

You are responsible for all activities that occur under your Account, whether or not you have authorized such activities. You agree to immediately notify TapNoodle LLC of any unauthorized use of your Account or any other breach of security. We will not be liable for any loss or damage arising from your failure to safeguard your Account information.

3.3 Account Requirements

You agree that you will:

• Create only one Account per Platform unless expressly permitted by us;
• Not share your Account credentials with any third party;
• Not transfer or assign your Account to another person without our prior written consent;
• Not use another person's Account without their express permission and our approval.

3.4 Age Requirements

You must be at least eighteen (18) years of age to create an Account and use our Services. By creating an Account, you represent and warrant that you meet this age requirement. We reserve the right to request proof of age at any time and to terminate Accounts where the User is found to be under the minimum age requirement.

4. Description of Services

TapNoodle LLC develops and operates software applications designed to connect people. Our current Services include:

• GenuineSouls — A dating application designed to facilitate authentic interpersonal connections through thoughtful matching and genuine interaction.
• WeOnly Talk — A social networking platform focused on meaningful conversation and community engagement.

We reserve the right to modify, suspend, or discontinue any part of the Services at any time, with or without notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuation of the Services.

5. Intellectual Property

5.1 Company Intellectual Property

All right, title, and interest in and to the Services, including without limitation all software, code, designs, text, graphics, logos, icons, images, audio clips, video clips, digital downloads, data compilations, the "TapNoodle," "GenuineSouls," and "WeOnly Talk" names and marks, and the selection and arrangement thereof, are the exclusive property of TapNoodle LLC or its licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

5.2 Limited License

Subject to your compliance with these Terms, TapNoodle LLC grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your personal, non-commercial purposes. This license does not include the right to:

• Modify, reproduce, distribute, or create derivative works based on the Services;
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of any software used in the Services;
• Remove, alter, or obscure any proprietary notices, labels, or marks on the Services;
• Use the Services for any commercial purpose without our express written consent;
• Use any data mining, robots, scraping, or similar data gathering or extraction methods on the Services.

5.3 Trademarks

The TapNoodle name and logo, GenuineSouls name and logo, WeOnly Talk name and logo, and all related names, logos, product and service names, designs, and slogans are trademarks of TapNoodle LLC or its affiliates. You may not use such marks without our prior written permission. All other names, logos, product and service names, designs, and slogans are the trademarks of their respective owners.

6. User Content

6.1 Ownership

You retain ownership of any User Content you submit, post, or display on or through the Services. However, by making User Content available through the Services, you grant TapNoodle LLC a worldwide, non-exclusive, royalty-free, transferable license (with the right to sublicense) to use, copy, modify, distribute, publish, process, adapt, and display such User Content in connection with the operation and promotion of the Services.

6.2 Representations

By submitting User Content, you represent and warrant that:

• You are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize TapNoodle LLC to use it;
• Your User Content does not violate the rights of any third party, including intellectual property rights, privacy rights, or publicity rights;
• Your User Content does not contain any material that is unlawful, defamatory, obscene, or otherwise objectionable.

6.3 Content Moderation

We reserve the right, but have no obligation, to monitor, review, edit, or remove any User Content at our sole discretion, including content that we determine violates these Terms, is objectionable, or may expose TapNoodle LLC to liability. We are not responsible for any User Content posted by Users on the Services.

7. Prohibited Conduct

You agree not to engage in any of the following prohibited activities when using the Services, including GenuineSouls and WeOnly Talk:

• Violating any applicable local, state, national, or international law or regulation;
• Impersonating any person or entity, or falsely stating or misrepresenting your identity or affiliation with any person or entity;
• Harassing, threatening, intimidating, bullying, or stalking any other User;
• Posting or transmitting any User Content that is hateful, discriminatory, violent, sexually explicit, or otherwise offensive;
• Soliciting personal information from minors or from anyone under eighteen (18) years of age;
• Sending unsolicited promotional materials, spam, junk mail, chain letters, or any other form of unauthorized solicitation;
• Engaging in any activity that could disable, overburden, damage, or impair the Services or interfere with any other party's use of the Services;
• Using automated means, including bots, scripts, crawlers, or scrapers, to access the Services or collect data from the Services;
• Attempting to gain unauthorized access to any portion of the Services, other Users' Accounts, or any systems or networks connected to the Services;
• Using the Services to distribute malware, viruses, trojan horses, worms, or any other malicious or destructive code;
• Engaging in any fraudulent, deceptive, or manipulative activity, including creating fake profiles on GenuineSouls or WeOnly Talk;
• Collecting, harvesting, or storing personal data about other Users without their express consent;
• Using the Services for any commercial purpose, including advertising, solicitation, or promotion of goods or services, without our express written consent;
• Circumventing, disabling, or otherwise interfering with security-related features of the Services.

We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates this provision, including reporting such violations to law enforcement authorities.

8. Privacy

Your use of the Services is also governed by our Privacy Policy, which describes how we collect, use, store, and share your personal information. By using the Services, you consent to the collection and use of your information as described in our Privacy Policy. Our Privacy Policy is incorporated into and forms part of these Terms.

We are committed to protecting the privacy and security of our Users on both GenuineSouls and WeOnly Talk. We implement commercially reasonable security measures designed to protect your personal information from unauthorized access, disclosure, alteration, and destruction.

9. Third-Party Links & Services

The Services may contain links to third-party websites, services, or resources that are not owned or controlled by TapNoodle LLC. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that TapNoodle LLC shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such third-party content, goods, or services.

10. Disclaimers

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TAPNOODLE LLC DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

Without limiting the foregoing, TapNoodle LLC does not warrant that:

• The Services will meet your requirements or expectations;
• The Services will be uninterrupted, timely, secure, or error-free;
• The results obtained from the use of the Services will be accurate or reliable;
• Any errors or defects in the Services will be corrected;
• The Services are free of viruses or other harmful components.

With respect to GenuineSouls: TapNoodle LLC does not guarantee that you will find a romantic partner, match, or any particular outcome from using the application. We make no representations regarding the character, integrity, or behavior of other Users.

With respect to WeOnly Talk: TapNoodle LLC does not endorse, verify, or guarantee the accuracy of any User Content posted on the platform. Users interact with others at their own risk.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TAPNOODLE LLC, ITS OFFICERS, DIRECTORS, MEMBERS, MANAGERS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, REGARDLESS OF THE THEORY OF LIABILITY (INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF TAPNOODLE LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF TAPNOODLE LLC ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU HAVE PAID TO TAPNOODLE LLC IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED UNITED STATES DOLLARS (US $100.00).

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, the limitations set forth above shall apply to the fullest extent permitted by applicable law.

12. Indemnification

You agree to indemnify, defend, and hold harmless TapNoodle LLC, its officers, directors, members, managers, employees, agents, licensors, and affiliates from and against any and all claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to:

• Your use of or access to the Services, including GenuineSouls and WeOnly Talk;
• Your violation of these Terms;
• Your violation of any rights of another party, including other Users;
• Your User Content;
• Any activity related to your Account, whether by you or by any other person accessing your Account.

TapNoodle LLC reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.

13. Governing Law

These Terms and any disputes arising out of or relating to these Terms or the Services shall be governed by and construed in accordance with the laws of the State of New Mexico, United States of America, without regard to its conflict of law provisions.

You agree that any legal action or proceeding arising out of or relating to these Terms or the Services shall be brought exclusively in the state or federal courts located in Bernalillo County, New Mexico, and you hereby irrevocably consent to the personal jurisdiction and venue of such courts. You waive any objection to the laying of venue of any litigation in such courts and agree not to plead or claim that such litigation brought in any such court has been brought in an inconvenient forum.

14. Dispute Resolution

14.1 Informal Resolution

Before filing any formal legal proceeding, you agree to first attempt to resolve any dispute, claim, or controversy arising out of or relating to these Terms or the Services informally by contacting TapNoodle LLC at contact@tapnoodle.com. We will attempt to resolve the dispute informally within sixty (60) days of receiving your notice. If the dispute is not resolved within that period, either party may proceed with formal legal action as provided herein.

14.2 Binding Arbitration

If informal resolution is unsuccessful, any dispute, claim, or controversy arising out of or relating to these Terms, or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by binding arbitration administered in Albuquerque, New Mexico, in accordance with the laws of the State of New Mexico. The arbitration shall be conducted by a single arbitrator mutually agreed upon by the parties, or if the parties cannot agree, appointed in accordance with applicable rules.

14.3 Class Action Waiver

YOU AND TAPNOODLE LLC AGREE THAT EACH PARTY 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. Unless both you and TapNoodle LLC agree otherwise in writing, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a class, consolidated, or representative proceeding.

14.4 Exceptions

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction in Bernalillo County, New Mexico, to prevent the actual or threatened infringement, misappropriation, or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights.

15. Termination

15.1 Termination by You

You may terminate your Account and cease using the Services at any time by following the account deletion procedures available within the applicable Platform (GenuineSouls or WeOnly Talk), or by contacting us at contact@tapnoodle.com.

15.2 Termination by Us

TapNoodle LLC reserves the right to suspend, disable, or terminate your Account or access to the Services at any time, with or without cause, and with or without notice, including but not limited to situations where we reasonably believe that:

• You have violated these Terms;
• Your use of the Services creates risk or possible legal exposure for us;
• Your Account should be removed due to prolonged inactivity;
• Provision of the Services to you is no longer commercially viable.

15.3 Effect of Termination

Upon termination, your right to use the Services will immediately cease. We may delete your Account information and User Content at our discretion. The following provisions shall survive termination: Sections 5 (Intellectual Property), 6 (User Content, to the extent of licenses granted), 10 (Disclaimers), 11 (Limitation of Liability), 12 (Indemnification), 13 (Governing Law), 14 (Dispute Resolution), and 17 (Severability & Waiver).

16. Modifications to Terms

TapNoodle LLC reserves the right to modify these Terms at any time at our sole discretion. If we make material changes to these Terms, we will provide notice by posting the updated Terms on our website and updating the "Last Updated" date at the top of this page. We may also provide additional notice, such as via email or through the Services.

Your continued use of the Services after the effective date of any modified Terms constitutes your acceptance of and agreement to the modified Terms. If you do not agree to the modified Terms, you must stop using the Services and terminate your Account.

We encourage you to review these Terms periodically to stay informed of any updates.

17. Severability & Waiver

17.1 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such invalidity, illegality, or unenforceability shall not affect the remaining provisions of these Terms, which shall continue in full force and effect. The invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

17.2 Waiver

The failure of TapNoodle LLC to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. A waiver of any term of these Terms shall only be effective if in writing and signed by an authorized representative of TapNoodle LLC.

18. Entire Agreement

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference herein, constitute the entire agreement between you and TapNoodle LLC concerning your use of the Services. These Terms supersede all prior or contemporaneous communications, representations, or agreements, whether oral or written, between you and TapNoodle LLC with respect to the subject matter hereof.

19. Contact Information

If you have any questions, concerns, or complaints about these Terms or the Services, please contact us: