SHRED SHED FITNESS
Terms and Conditions of Use
1. Acceptance of Terms
1.1 Shred Shed Fitness, LLC, a California limited liability company, doing business as Shred Shed Fitness (referred to as "SHRED SHED FITNESS", “Company”, "us”, or “we”), makes available the website www.shredshedfit.com and the related downloadable application (collectively, the “Application”), providing information and functionality for viewing and participating in live and recorded online exercise instruction and online social networking (“Services”), subject to the user's compliance with the following Terms and Conditions of Use (“Terms”), as well as any other written agreements between the Application and the users.
1.2 We reserve the right to change these Terms from time to time with or without notice to you. You acknowledge and agree that it is your responsibility to periodically review the Application and these Terms. Your continued use of this Application after such modifications will constitute acknowledgement and acceptance of the modified Terms.
1.3 As used in these Terms, references to our “Affiliates” include our owners, shareholders, licensees, assigns, subsidiaries, affiliated companies, officers, directors, partners, sponsors, advertisers, and includes (without limitation) all parties involved in creating, producing, and/or delivering this Application.
1.4 BY USING THIS APPLICATION, YOU ACKNOWLEDGE THAT YOU ARE AT LEAST THIRTEEN (13) YEARS OF AGE AND AGREE TO BE BOUND BY THESE TERMS. IF YOU ARE NOT AT LEAST THIRTEEN (13) YEARS OF AGE OR DO NOT WISH TO BE BOUND BY THESE TERMS, PLEASE EXIT THE APPLICATION. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THIS APPLICATION OR THESE TERMS, IS TO CEASE USING THE APPLICATION.
The Application is not intended or directed to children under 13. We do not knowingly collect personal information from children under 13 nor is that SHRED SHED FITNESS's intention. If you become aware that a child has provided us with personal information without parental consent, please contact us at email@example.com and we will take steps to remove such information and terminate the child's account.
1.5 App Access. As a user of the downloadable application (“App”), you also understand and agree that the App may access your contact list, address book, and any connected third-party social media application contacts on your mobile device to allow you to send messages to other users of the App and utilize the App. The App does not transmit any information about your contact list and/or address book without your authorization, and the Application does not monitor or store any information from your contact list and/or address book without your authorization.
Any new features or enhancements to the App are subject to the Terms and Conditions of Use of the Application. THE APP IS PROVIDED "AS IS" AND SHRED SHED FITNESS ASSUMES NO RESPONSIBILITY FOR TIMELINESS, MIS-DELIVERY, OR FAILURE TO STORE ANY COMMUNICATION, WRITING, IMAGE OR PERSONALIZATION SETTINGS.
By accessing and using the App, you must abide by all Federal, State and local laws. If you are outside the United States you must comply with all local laws with respect to your online conduct and acceptable content as well as the export of data to the United States or to your country or residence.
You understand that you are responsible for obtaining access to the App and that access may involve third party fees. You are solely responsible for obtaining such access and paying those fees.
You must be at least 13 years of age to access and use the App. If you are 13 years or younger, please do not use this App for any purpose.
2.1 All information provided on the Application is for informational purposes only. We do invite you to bring to our attention any material on the Application that you believe to be factually inaccurate; please forward a copy of such material and the reasons for your belief to firstname.lastname@example.org.
2.2 You understand and acknowledge that we cannot promise or guarantee specific results from using the Application. Further, as comments, data, and information may be posted or communicated by other users of the Application, we are not responsible for their content or services referenced, offered, or recommended.
2.3 You understand and agree that temporary interruptions of the Application may occur as normal events that are out of our control. You agree that the information available through this Application is provided “AS IS” and that we assume no responsibility for the timeliness, deletion, or mis-delivery of, or failure to store, any user communications or material uploaded by you.
3. Third-Party Applications and Information. This Application may feature or link to other websites on the Internet, or may otherwise include references to subject matter or services made available by unaffiliated third parties. You understand that we are not responsible for the accuracy, completeness, decency, or legality of material hosted by third party websites or statements made by third parties, nor are we responsible for errors or omissions in any references made on those websites or by said third parties. The inclusion of such a feature, link, or reference is provided merely as a convenience and does not imply endorsement of, or association with, the Application or any party by us, or any warranty of any kind, either express or implied.
You understand and agree that your correspondence, communication, or business dealings with, or participations with, third parties found on or through the Application, including payment and performance of services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between users and the said third parties. You agree that SHRED SHED FITNESS shall not be responsible or liable for any loss or damage incurred as the result of such dealings or as the result of the presence of such third parties on the Application.
The Application, or third parties including other users of the Application, may provide links to other websites or resources. SHRED SHED FITNESS has no control over these websites and content and therefore you acknowledge that SHRED SHED FITNESS is not responsible for the availability of such links, resources, and content, and does not endorse and is not responsible or liable for any content, advertising, products, services, subject matter, or other materials made available on or from these linked web sites. You also acknowledge and agree that SHRED SHED FITNESS is not responsible or liable, directly or indirectly, for any damage or loss caused by or alleged to have been caused by, or in relation to the use of content, or services, offered through these links, or for any intellectual property or other third party claims relating to your posting or using such links.
4. Application Conduct, Posting Policies & Third-Party Websites
4.1 Forum Only. You understand that SHRED SHED FITNESS does not sell, inspect, endorse, or provide any of the reviews/feedback, opinions, services, or goods recommended or referenced through the Application by users. SHRED SHED FITNESS merely provides the user with the functionality for viewing and participating in live and recorded online exercise instruction and online social networking; services, goods, and/or subject matter recommended, featured, and/or communicated to you on the Application by users may be offered, provided, and sold directly by independent service/goods providers and businesses, so SHRED SHED FITNESS cannot and does not make any warranties about their quality, safety or even their legality. Any legal claim related to a service you purchase or acquire from a third party must be brought directly against said party. You release SHRED SHED FITNESS from any claims related to goods or services sold or acquired from a third party through use of our Services, including any claims for breach of contract or agreement, misrepresentations by said providers, or any other claim arising out of or related to goods, services, or subject matter referenced on the Application by a third party or user.
4.2 User-Created Submissions Guidelines: Your use of the Application is subject to all applicable laws and regulations, and you are solely responsible for any comments, information, or other media or material that you upload or submit to the Application (“Submissions”). By transmitting Submissions, you agree that you will not transmit or upload any Submissions that:
i. Are unlawful, threatening, abusive, harassing (including but not limited to “trolling”), defamatory, deceptive, inaccurate, false, fraudulent, tortious, vulgar, invasive of another's privacy, or include graphic descriptions of sexual or violent content;
ii. Contain violent, nude, discriminatory, unlawful, infringing, hateful, pornographic, or sexually suggestive photos or other content, as deemed by SHRED SHED FITNESS;
iii. Victimize, harass (including, but not limited to “trolling”), degrade, discriminate against, or intimidate an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
iv. Victimize, harass (including, but not limited to “trolling”), degrade, discriminate against, or intimidate an individual or group of individuals, in any way, as deemed by SHRED SHED FITNESS;
v. Infringe on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party, including that of any other user;
vi. Contain any form of malicious code, files, programs, or other data or content that are designed or intended to disrupt, damage, or limit the functionality of any software, hardware, or telecommunications equipment or otherwise causes damage, or allow you to obtain unauthorized access to any data or other information of any third party;
vii. Breach the security of, compromise, or otherwise allow access to secured, protected, or inaccessible areas of this Application, or attempt to gain access to other network or server;
viii. Impersonate any person or entity, including any other users or our employees or representatives;
ix. Promote or encourage any type of criminal or illegal activity, including but not limited to, child pornography or the use of illicit drugs;
x. You know or reasonably should know cannot be distributed legally, or are for any illegal or unauthorized purpose;
xi. Feature other users without their written consent;
xii. Data mine or use SHRED SHED FITNESS to collect usernames, e-mail addresses, or other user data by electronic or other means;
xiii. Offer to sell any goods or services or advertise any goods or services for any purpose in any forum, without SHRED SHED FITNESS’s written authorization.
Please note that the list above is not exhaustive. SHRED SHED FITNESS reserves the right, without notice and in its sole discretion, to block your use of or prevent your future access to the Application and any of services upon its determination that you have engaged in or are engaging in a forbidden activity, whether or not such activity is listed above.
4.3 No Endorsement. We neither endorse nor assume any liability for any Submissions submitted by you or other users through or on any part of the Application. We and our agents reserve the right to remove or refuse to display any and all Submissions in our sole discretion and without prior notice to you. We are not responsible for any failure or delay in removing or refusing to post any Submissions.
SHRED SHED FITNESS merely provides the user with the functionality for viewing and participating in live and recorded online exercise instruction and online social networking. As such, SHRED SHED FITNESS cannot verify the accuracy, usefulness, or safety of any Submissions and is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to any user submissions. You further understand and acknowledge that you may be exposed to user submissions that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against SHRED SHED FITNESS with respect thereto, and agree to indemnify and hold SHRED SHED FITNESS, its Owners/Operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the Application. If you have a dispute with one or more users, you agree to release SHRED SHED FITNESS (and our owners, shareholders, officers, directors, agents, subsidiaries, joint ventures and employees) from any claims, demands, and damages, in any way connected with the dispute.
4.4 No Medical Advice or Opinion. SHRED SHED FITNESS provides the functionality for viewing and participating in online exercise instruction and online social networking, and is designed FOR EDUCATIONAL AND ENTERTAINMENT PURPOSES ONLY. THE SERVICES DO NOT CONTAIN OR CONSTITUTE, AND SHOULD NOT BE INTERPRETED AS, MEDICAL ADVICE OR OPINION, AND IS NOT INTENDED TO BE MEDICAL ADVICE OR OPINION. SHRED SHED FITNESS are not licensed medical professionals, and we are not in the business of providing medical advice. You should always consult a qualified and licensed medical professional prior to beginning or modifying any diet or exercise program. YOUR USE OF THE APPLICATION (WEBSITE OR THE MOBILE APPLICATION) DOES NOT CREATE A DOCTOR-PATIENT RELATIONSHIP BETWEEN YOU AND SHRED SHED FITNESS.
YOU SHOULD CONSULT YOUR PHYSICIAN OR HEALTH PROFESSIONAL BEFORE BEGINNING ANY NEW FITNESS PROGRAM. YOU SHOULD NOT RELY ON THIS INFORMATION AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. IF YOU HAVE ANY CONCERNS OR QUESTIONS ABOUT YOUR HEALTH, YOU SHOULD ALWAYS CONSULT WITH A PHYSICIAN OR OTHER HEALTHCARE PROFESSIONAL. DO NOT DISREGARD, AVOID, OR DELAY OBTAINING MEDICAL OR HEALTH RELATED ADVICE FROM YOUR HEALTHCARE PROFESSIONAL DUE TO MATERIAL OR SUBMISSIONS YOU MAY HAVE READ OR HEARD ON THE APPLICATION. THE USE OF INFORMATION PROVIDED THROUGH SHRED SHED FITNESS IS SOLELY AT YOUR OWN RISK.
Do not engage in SHRED SHED FITNESS workouts or sessions if your physician or medical professional has instructed you not to engage in an exercise program. You should stop your workout and contact your physician if you experience any of the following symptoms: overheated, dizziness, fainting, fatigue, shortness of breath, or chest pain.
Research developments may impact the health and nutritional information that appears in the Application. No assurance can be given that the information contained on the Application will always include the most recent developments.
4.5 Personal Safety. SHRED SHED FITNESS strongly advises you to use extreme caution before sharing personally identifiable information with service providers featured by the Application, any entity found through use of the Application, or any users of the Application. Whether to contact another party is at your sole discretion and you do so at your own risk. SHRED SHED FITNESS does not conduct criminal background checks on or any screenings of its users, entities, or service providers listed on the Application. SHRED SHED FITNESS also does not inquire into the backgrounds of its members or users, featured individuals/entities, or service providers, or attempt to verify the statements of its users or featured service providers, but reserves the right to conduct any criminal background check or other screenings at any time and using available public records. You represent that you have never been convicted of a felony and that you are not required to register as a sex offender with any government entity.
The nature of the Application promotes communication between users and the exchange of information, which may include personal information. SHRED SHED FITNESS cannot and does not assure that it is safe for you to have direct contact with other users of the Application or other individuals or entities found with the use of the Application. Current technological developments make it possible for users of the Internet to obtain personal information about, and locate, other users, with very little other information. If you believe that any user or business featured on the Application is harassing you or is otherwise using personal information about you for unlawful purposes, we encourage you to first inform local law enforcement authorities and then to contact us via email@example.com so that we may take appropriate action to block further use of the Application by any user who is using the Application and information obtained from it for improper purposes.
4.6 Refunds. SHRED SHED FITNESS allows users to view and participate in online exercise instruction and online social networking; the services featured and offered are provided with no refunds, except where required by law.
Certain refund requests may be considered by SHRED SHED FITNESS on a case-by-case basis and granted at the sole discretion of SHRED SHED FITNESS. Refund requests are to be submitted by e-mail to firstname.lastname@example.org.
SHRED SHED FITNESS does not warrant, endorse, guarantee, or assume responsibility for any service advertised or featured on the Application by other users. Users communicate and purchase services or goods from other users or parties at their own risk. Any dispute between users or parties must be resolved between the users or parties.
5. The Company’s Intellectual Property
5.1 Content. For purposes of these Terms, “content” is defined as any information, data, communications, or other materials that can be viewed by users on our Application and is owned by us, our Affiliates, or our licensors including, but not limited to, the Company’s trademarks and service marks.
5.2 Ownership of Content. All content on the Application is subject to intellectual property rights, contractual, or other protection. The intellectual property rights are owned by us or our licensors. No content may be copied, distributed, republished, uploaded, posted or transmitted in any way except as provided expressly in these Terms or with our prior express written consent. Any use of the content other than as permitted by these Terms or any other unauthorized use of the content may make you liable to us or our licensors for violation of intellectual property rights.
5.3 Application Use. We grant you a limited, revocable, nonexclusive license to use the content on the Application solely for your own use and not for republication, distribution, assignment, sublicense, sale, preparation of derivative works, or other use. You agree not to copy the Application or content located on the Application; to reverse engineer or break into the Application; or to use content, products, or services in violation of any law. Any use of the Application or the content contained therein other than as specifically authorized in the Agreement, without our prior written permission is strictly prohibited and will terminate the license granted herein. Unless explicitly stated herein, nothing in the Agreement shall be construed as conferring to you, whether by implication, estoppel, or otherwise, any title or ownership of, or exclusive use-rights to, any intellectual property or other right and any goodwill associated therewith. We reserve the right, without notice and in our sole discretion, to terminate your license to use the Application at any time and to block or prevent your future access to, and use of, the Application.
5.4 No Warranty for Third-Party Infringement. Neither we nor our Affiliates warrant or represent that your use of materials displayed on, or obtained through, this Application will not infringe the rights of other users of the Application or of third parties.
5.5 Trademarks. Our trademarks or service marks include, but are not limited to, SHRED SHED FITNESS and any related logos. All custom graphics, icons, logos and service names are trademarks or service marks of our Company or our Affiliates. All other trademarks or service marks are property of their respective owners. Nothing in these Terms grants you any right to use any trademark, service mark, logo, and/or our name, or those of our Affiliates and our licensors.
6. Your Intellectual Property
6.2 Copyright Notice. We respect the intellectual property rights of others and we ask you to do the same. In instances where we are notified of alleged infringing content or Submissions, a decision may be made to remove or disable access to such content or Submissions, in compliance with the safe harbor provisions of the Digital Millennium Copyright Act, 17 U.S.C. § 512(c).
If you believe that you or someone else's copyright has been infringed by content or Submissions provided on this Application, you (or the owner or rights holder, collectively, “Rights Holder”) should notify us immediately. Prior to sending us notice, the Rights Holder may wish to consult a lawyer to determine their rights and legal obligations under the DMCA and any other applicable laws. Nothing here or anywhere on this Application is intended as a substitute for qualified legal advice. To file a Notice of Infringing Material, we ask that the Rights Holder provide the following information:
i. Reasonably sufficient details about the nature of the copyrighted work in question, or, in the case of multiple alleged infringements, a representative list of such works. This should include, title(s), author(s), any U.S. Copyright Registration number(s), URL(s) etc.;
ii. Reasonably sufficient details to enable us to identify and locate the material that is allegedly infringing the Rights Holder’s work(s) (for example, file name or URL of the page(s) that contain(s) the material);
iii. The Rights Holder's contact information so that we can contact them (including for example, the Rights Holder's address, telephone number, and email address);
iv. A statement that the Rights Holder has a good faith belief that the use of the material identified above in Section 6.2(ii) is not authorized by the copyright owner, its agent, or the law;
v. A statement, under penalty of perjury, that the information in the notification is accurate and that the Rights Holder is authorized to act on behalf of the copyright owner; and
vi. The Rights Holder's signature or electronic signature.
Notice may be sent to our Designated Agent at: email@example.com
6.3 Removal of Content. You also acknowledge and agree that upon receipt of a notice of a claim of copyright infringement, we may temporarily or permanently remove the identified materials from our Application without liability to you or any other party.
7. Privacy & Security
7.1 Login Required. In order to the access the services of this Application, or to post Submissions, you may be asked to set up an account and password. Our account registration page requests certain personal information from you (“Registration Info”). You will have the ability to maintain and periodically update your Registration Info as you see fit. By registering, you agree that all information provided by you as Registration Info is true and accurate and that you will maintain and update this information as required in order to keep it current, complete, and accurate.
7.2 Passwords & Security. If you register for an account on the Application, you agree that you are responsible for maintaining the security and confidentiality of your password and that you are fully responsible for all activities that occur under your account. Therefore, you must take reasonable steps to ensure that others do not gain access to your password and account. Our employees will never ask you for your password.
In order to use the Application you are required to register an account. As a registered user, you:
i. Agree to provide true, accurate, current and complete information as required on the Application’s account registration form. If you provide any information that is untrue, incomplete, not current or inaccurate, SHRED SHED FITNESS has the right to suspend or terminate your account and refuse your current or future use of the App.
ii. Agree that SHRED SHED FITNESS may, under certain circumstances and without prior notice, immediately terminate your account, any associated username and/or access to the App. Cause for such termination shall include, but not be limited to: i) breach or violation of the Terms and Conditions of Use or other policies, guidelines or rules, ii) your engagement in fraudulent or illegal activity, iii) unexpected technical or security issues, and iv) requests by law enforcement or other government agencies. You also agree that any termination is in SHRED SHED FITNESS‘s sole discretion and that SHRED SHED FITNESS will not be liable to you or any third party for any termination of your account, password, username, access to the App, or for deletion of content.
iii. Agree that your account is non-transferable and any rights to your account, password, username, terminate upon your death.
iv. Are responsible for any activities that take place under your username and password. If you become aware of any unauthorized use of your password, account, mobile phone, or any other breach of security, please contact SHRED SHED FITNESS immediately. It is up to you to maintain the confidentiality of your password and account. SHRED SHED FITNESS is not responsible or liable for any loss or damage arising from your failure to comply with the provisions of these terms.
9.1 ALL CONTENT ON THIS APPLICATION IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (A) THE CONTENT WILL MEET YOUR REQUIREMENTS, OR (B) THE CONTENT OR APPLICATION WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. SHRED SHED FITNESS WILL NOT BE LIABLE FOR ANY VIRUSES OR OTHER MALWARE TRANSMITTED TO OR THOUGH THIS APPLICATION BY ANY THIRD PARTY. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE COMPANY OR THROUGH OR LINKED FROM THE APPLICATION SHALL CREATE ANY WARRANTY, EXPRESS OR IMPLIED.
9.2 SHRED SHED FITNESS DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE APPLICATION OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING. SHRED SHED FITNESS WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
9.3 THIS APPLICATION COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES, OR TYPOGRAPHICAL ERRORS. WE MAY MAKE CHANGES TO THE CONTENT OF THIS APPLICATION AT ANY TIME WITHOUT NOTICE. THE CONTENT OR INFORMATION AVAILABLE AT THIS APPLICATION MAY BE OUT OF DATE AND WE MAKE NO COMMITMENT TO UPDATE SUCH CONTENT OR INFORMATION.
9.5 SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. PLEASE CONSULT THE LAWS IN YOUR JURISDICTION.
10. Limitation of Liability & Indemnification
10.1 THIS APPLICATION IS PROVIDED AS A PLATFORM FOR VIEWING AND PARTICIPATING IN ONLINE EXERCISE INSTRUCTION AND ONLINE SOCIAL NETWORKING. THE COMPANY AND ITS AFFILIATES DO NOT REPRESENT ANY USER OF THE APPLICATION OR ANY BUSINESS FEATURED ON THIS APPLICATION. IN NO EVENT SHALL WE OR OUR AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA, OR PROFIT LOSS, YOUR PARTICIPATION IN ACTIVITIES BASED ON THE CONTENT FEATURED ON THE APPLICATION; YOUR USE OF THE INFORMATION OR CONTENT CONTAINED ON THE APPLICATION, OR YOUR RELIANCE UPON THE ACCURACY OF INFORMATION CONTAINED ON THE APPLICATION, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS APPLICATION OR OF ANY WEBSITE REFERENCED OR LINKED TO FROM THIS APPLICATION, SHOULD YOU INCUR DAMAGES AS A RESULT OF THE USE OF PRODUCTS, SERVICES OR INFORMATION FEATURED ON THE APPLICATION.
YOU AGREE THAT THE COMPANY (AND ITS AFFILIATES, SHAREHOLDERS, AGENTS, EMPLOYEES, ASSIGNS, MANAGERS, DIRECTORS, MEMBERS, AND ALL OTHER RELATED PARTIES) IS NOT RESPONSIBLE FOR ANY DAMAGES WHATSOEVER RESULTING FROM YOUR PARTICIPATION IN THE ACTIVITIES FEATURED ON THE APPLICATION. YOU HEREBY AGREE TO INDEMNIFY AND HOLD HARMLESS THE COMPANY (AND ITS AFFILIATES, AGENTS, EMPLOYEES, ASSIGNS, MANAGERS, DIRECTORS, MEMBERS, AND ALL OTHER RELATED PARTIES) FROM ANY AND ALL CLAIMS AND/OR LIABILITIES RESULTING FROM YOUR PARTICIPATION THEREIN.
SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. PLEASE CONSULT THE LAWS IN YOUR JURISDICTION.
10.2 You also agree to defend, indemnify, and hold us and our Affiliates harmless from all liabilities, claims, and expenses, including attorneys' fees, that may arise from your use or misuse of this Application or any of the content contained therein. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
11. Termination of Use
11.1 Grounds for Termination. You agree that we may, at our sole discretion, terminate or suspend your access to all or part of the Application with or without notice and for any reason, including, without limitation, breach of these Terms. Any suspected fraudulent, abusive, or illegal activity may be grounds for barring your access to this Application, and reporting you to the proper authorities, if necessary.
11.2 No Right to Services Upon Termination. Upon termination and regardless of the reasons motivating such termination, your right to services and/or the Application will immediately cease. We shall not be liable to you or any third party for any claims for damages arising out of any termination or suspension or any other actions taken by us in connection therewith.
11.3 Voluntary Termination. Users may voluntarily terminate the Application and cancel their registration by requesting termination directly by e-mailing us at firstname.lastname@example.org .
12. Miscellaneous Provisions
12.1 International Use. Although this Application may be accessible worldwide, those who choose to access this Application from other locations do so on their own initiative and at their own risk. If you choose to access this Application from outside the United States, you are responsible for compliance with local laws in your jurisdiction, including but not limited to, the taxation of products or services purchased over the Internet. Any offer for any product, service, and/or information made in connection with this Application is void where prohibited.
12.2 Governing Law. This Application (excluding any third-party websites) is controlled by us from our offices in California, and the statutes and laws of the State of California shall be controlling, without regard to the conflicts of laws principles thereof. You specifically consent to exclusive personal jurisdiction in California in connection with any dispute between you and the Company arising out of these Terms. Any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, pr interpretation, shall be determined by state or federal courts in Contra Costa County, California.
12.3 Arbitration. All claims and disputes arising under or relating to these Terms are to be settled by binding arbitration in the state of California. The arbitration shall be conducted on a confidential basis pursuant to the rules of JAMS (Judicial Arbitration and Mediation Services). Any decision or award as a result of any such arbitration proceeding shall be in writing and shall provide an explanation for all conclusions of law and fact. An award of arbitration may be confirmed in a court of competent jurisdiction. The prevailing party shall be entitled to receive from the other party its attorneys' fees and costs incurred in connection with any arbitration proceeding and the enforcement of any award.
12.4 Notices. All notices to the Company shall be in writing and shall be sent to email@example.com. You agree to allow us to submit notices to you using the email address provided by you in the Registration Info or directly provided to firstname.lastname@example.org via e-mail. Any notices or communication under these Terms will be deemed delivered to the party receiving such communication on the delivery date when transmitted by email.
12.5 No Resale Right. You agree not to sell, resell, reproduce, duplicate, distribute, copy, or use for any commercial purposes any portion of this Application, or use of or access to this Application or services provided through this Application, beyond the limited rights granted to you under these Terms.
12.6 Force Majeure. In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of marketing tools or information available through our Application arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to: labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.
12.7 Savings Clause. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties and the remaining portions shall remain in full force and effect.
12.8 No Waiver. Any failure by us to enforce or exercise any provision of these Terms or related rights shall not constitute a waiver of that right or provision.