Terms of Use Agreement

Welcome to the Internet website(s) of Kinta AI (collectively as “Company,” “we,” “us” or “our.”) available at and under https://www.kinta-ai.com/ and its related or linked websites, mobile sites, services, applications, platforms and tools where this Policy appears or is linked (collectively, the “Website”). Any reference to the Website includes its e-mail, text, live chat, and other electronic messages.  

This Terms of Use Agreement (this “Agreement”) sets forth the terms and conditions governing your use of the Website and your access to and use of the webpage, sub-pages, URLs, links, the marks, copyrights, information, other content, materials, products and services offered on or through the Website (collectively, the “Services”). This Agreement hereby incorporates by this reference the Privacy Policy and any additional updates, revisions, supplements, modifications and additional rules, polices, terms and conditions (collectively referred to in this Agreement as “Additional Terms”). Except as otherwise indicated, any reference herein to the “Agreement” shall include the Privacy Policy Additional Terms. 

If you have questions about this Agreement, please contact Us as described below in the Contact Us section, below.  

Please read this Agreement carefully. Your use of the Websites and Services constitutes your consent to this Agreement. 

IN THE EVENT OF ANY INCONSISTENCY OR CONFLICT BETWEEN THIS TERMS OF USE AGREEMENT AND THE PRIVACY POLICY AND/OR ANY ADDITIONAL TERMS, THE FOLLOWING ORDER OF PRECEDENCE SHALL CONTROL: (A) THIS TERMS OF USE AGREEMENT; (B) THE PRIVACY POLICY; AND (C) ANY ADDITIONAL TERMS. 

IF YOU ARE AN INDIVIDUAL ACCESSING OR USING THE WEBSITE OR ANY OF THE SERVICES ON BEHALF OF, OR FOR THE BENEFIT OF, ANY CORPORATION, PARTNERSHIP OR OTHER ENTITY WITH WHICH YOU ARE ASSOCIATED (AN “ORGANIZATION”), THEN YOU ARE AGREEING TO THIS AGREEMENT ON BEHALF OF YOURSELF AND SUCH ORGANIZATION, AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND SUCH ORGANIZATION TO THIS AGREEMENT. References to “you” and “your” in this Agreement will refer to both the individual using the Website or any of the Services and to any such Organization. 

THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION PROVISION THAT, AS FURTHER SET FORTH IN THE “DISPUTE RESOLUTION” SECTION BELOW, REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR ANY OTHER COURT PROCEEDINGS, OR CLASS ACTIONS OF ANY KIND.  

1. Changes.  

Company may change this Agreement at any time and from time to time by notifying you of such changes by any reasonable means, including by posting a revised Agreement on the Website. These changes will be effective immediately and incorporated into this Agreement upon our publishing them to the Website, and we will update the effective date of this Agreement. The “Effective Date” legend above indicates when this Agreement was last changed. Any such changes will not apply to any dispute between you and us arising prior to the date on which we posted the revised Agreement incorporating such changes, or otherwise notified you of such changes. 

You are responsible for reviewing this Agreement each time you use or access the Website or use the Services. Your continued use of any of the Website or the Services following such notice will be deemed to conclusively indicate your acceptance of any and all such changes.  

2. We May Discontinue the Website or the Services at any time. 

We may, at any time and without liability, modify, suspend, or discontinue, temporarily or permanently, all the Website or the Services (including access to the Website via any third-party links), with or without notice to you; charge, modify or waive any fees required to use the Services; or offer opportunities to some or all users. This includes the right to modify, discontinue or remove any content, postings, links, pages, services, or other materials at any time and for any reason. We may refuse or restrict anyone from access to any or all of the Website or the Services at any time. 

3. Information Submitted Through the Website or Services.  

Your submission of information through the Website or Services is governed by our Privacy Policy, located at https://kinta-ai.com/privacy-policy (the “Privacy Policy”). You represent and warrant that any information you provide in connection with the Website or Services is and will remain accurate and complete, and that you will maintain and update such information as needed. 

4. Acceptable Use.  

In order to use the Website or the Services, you must obtain access to the Internet directly or through devices that access web-based content and pay any and all service fees, if any, associated with such access.  You are responsible for obtaining, maintaining and paying for all hardware and all telecommunications and other services needed to use the Website and Services. 

• Individual Use. Except as provided in (b) below, you agree that you are only authorized to visit and view the Website or use the Services solely for your own individual, non-commercial use, provided that: (i) you keep intact all legal notices, credits, copyright, trademarks, trade names, logos, color schemes, service marks, slogans, other proprietary notices, and similar means of identifying products or services displayed on any of the Website (collectively, the “Marks”); (ii) you do not use the Services in a manner that suggests an association with any of our products, services or brands; (iii) you make no modifications to the Services; and (iv) you shall not duplicate, download, publish, modify or otherwise distribute any material or case studies on the Website for any purpose other than for your own individual use unless otherwise specifically authorized by us.  
• Commercial Use. If you wish to publish, frame, refer to or provide information about the Website, our Marks, or any Services on any website, web page, e-mail address or the like operated by you or your affiliates, or any companies, partnerships, limited liability partnerships or any other legal entities which you have an ownership or investment interest in (collectively referred to as “you”), you must first obtain our prior written permission to do so and enter into an agreement with us. By “commercial purposes,” we mean any activity by you, on your own behalf or on behalf of any customer, for consideration.   
• Links. You may not create, post, display, publish or distribute any link from your website (the “Linking Website”) to a page(s) of our Website (“Website Linked Page”).  
• Use and Access Outside the United States.  The Website are hosted in the United States and back up servers may be located outside of the United States.  If you visit from the European Union or other foreign jurisdictions, please note that (1) we make no representations or warranties that the information, products or services contained on the Website is appropriate for use or access or is available in other jurisdictions; and (2) these jurisdictions have laws governing data collection and use that may differ from United States law.  You should be aware that if you transfer Personal Information to us through the Website or the Services, you are transferring such information to the United States and the United States does not have the same data protection laws as the European Union and some other regions. By providing Personal Information to us, you consent to the transfer of it to the United States and the use of it in accordance with the Privacy Policy. 
  
  5. Unacceptable Use. 
  
  (a) You agree not to: (1) use or access the Website or the Services for any purpose that is unlawful or prohibited by this Agreement; (2) use or access the Website or the Services in a manner that could damage, disable, overburden, or impair the server hosting the Website or the networks connected to any server hosting the Website; (3) interfere with any third party's use and enjoyment of the Website or the Services; or (4) attempt to gain unauthorized access to information, accounts, computer systems or networks retained on or connected to any server hosting the Website or the Services through hacking, password mining or any other means.   
  
  (b) Additionally, in connection with the Website and Services, you must not: 
• Email, transmit or otherwise make available through or in connection with the Website and Services any materials that are or may be: (a) threatening, harassing, harmful, abusive, degrading, hateful, racially, ethnically or any material that is invasive of another’s privacy or exploits children, or intimidating, or otherwise fail to respect the rights and dignity of others; (b) defamatory, libelous, fraudulent or otherwise tortious or unlawful (including materials that may further the commission or concealment of a crime); (c) obscene, vulgar, indecent, sexually explicit, pornographic or otherwise objectionable; (d) interpreted to advocate or urge treason, insurrection, sedition or forcible resistance to any law of any jurisdiction; or (e) protected by copyright, trademark, trade secret, right of publicity or privacy or any other proprietary right, without the express prior written consent of the applicable owner. Harvest or collect information about users of the Website or Services. 
• Restrict or inhibit any other person from using the Website or Services. 
• Reproduce, modify, adapt, translate, create derivative works of, sell, rent, lease, loan, timeshare, distribute or otherwise exploit any portion of (or any use of) the Website or Services without our express prior written consent. 
• Reverse engineer, decompile or disassemble any portion of the Website or Services, except where such restriction is expressly prohibited by applicable law. 
• Remove any copyright, trademark or other proprietary rights notice from the Website or Services. 
• Frame or mirror any portion of the Website or Services, or otherwise incorporate any portion of the Website or Services into any product or service, without our express prior written consent. 
• Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or otherwise gather Website or Services content, or reproduce or circumvent the navigational structure or presentation of the Website or Services, without our express prior written consent. 
• Use the Website or Services for any fraudulent or otherwise tortious or unlawful purpose. 
• Spoof or otherwise impersonate any person or entity, including, without limitation, any other users or any of our personnel, or falsely state or otherwise misrepresent your identity or affiliation in any way, or forging any TCP/IP packet header or any part of the header information in any e-mail or other posting. 
  
  (c) Security, Cracking and Hacking. You shall not violate or attempt to violate the security of the Website or Services. Accordingly, you shall not: (i) access data or materials not intended for you; (ii) log into a server or account which you are not authorized to access; (iii) attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iv) attempt to interfere with service to any user, host, server or network, including without limitation, via means of overloading, “flooding,” “mailbombing” or “crashing” the Website or the Services, by requesting (e.g., by accessing, reloading, or refreshing) transactional event pages more than once during any three second interval, requesting (alone or with others) more than 1,000 pages of the Website or Services in any 24 hour period, or hacking or defacing any portion of the Website or Services; or violate any requirement, procedure or policy of such servers or networks; (v) emailing, transmitting, submitting to the Website or the Services, or otherwise making available through or in connection with the Website or Services any virus, worm, Trojan horse, Easter egg, time bomb, spyware or other computer code, cancelbots, file or program that is or is potentially harmful or invasive or intended to damage, destroy, disrupt, impair or hijack the operation of a computer’s functionality or the operation of our (or anyone else’s) Services, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information, or to monitor the use of, any hardware, software or equipment (each, a “Virus”).  Violations of system or network security may result in civil or criminal liability. We reserve the right to investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations. You understand that data and communications, including e-mail and other electronic communications, may be accessed by unauthorized third parties when communicated over the Internet. You agree that it is your responsibility, and not ours, to obtain and use third party software products that support encryption and other security protocols compatible with such protocols (if any) that may be used by us from time to time in connection with the Website or the Services. 
  
  (d) Spidering. THE USE OF ANY TOOLS, PROGRAMS, ROBOTIC ALGORITHMS OR PRODUCTS TO AUTOMATICALLY DOWNLOAD OR “SPIDER” THE WEBSITE, ANY OF THE PAGES OF THE WEBSITE OR THE SERVICES INFRINGES ON OUR COPYRIGHTS. DO NOT USE ANY SUCH TOOLS OR PRODUCTS ON OR IN CONNECTION WITH THE Website OR THE SERVICES. 
  
  (e) Do Not Violate Third Party Intellectual Property Rights. Without limiting any of our rights or your obligations under this Agreement, you may not, and by using the Services or the Website you agree not to, use the Services or an Website to: (i) transmit material that is copyrighted, unless you are the copyright owner or have obtained the permission of the copyright owner to transmit it; (ii) transmit material that reveals trade secrets, unless you own them or have the permission of the owner to so transmit them; or (iii) transmit material that infringes on any Intellectual Property Rights (as defined below) of others or violates the privacy or rights of publicity of others.  For purposes of this Agreement, the term “Intellectual Property Rights” means, collectively, rights under patent, trademark, copyright and trade secret laws, and any other intellectual property or proprietary rights recognized in any country or jurisdiction worldwide, including, without limitation, moral rights and similar rights. 
  
  (f) Termination. We may and will terminate your access to, and use of, the Website and the Services immediately, if we believe that your conduct fails to conform with this Agreement.  Upon termination of your access to, and use of, the Website or the Services, all rights granted to you under this Agreement will cease immediately, and you agree that you will immediately discontinue use of the Website and the Services.  Without limiting our rights and your limitations under this Agreement, if you use, or attempt to use the Website, the Services, the Marks or any other intellectual property materials for any purposes other than its intended purposes (including without limitation by tampering, hacking, modifying or otherwise corrupting the security or functionality of the Website or the Services), you may also be subject to civil and criminal liability. 

6. Compliance with Laws. 

You may use the Services and the Website only for lawful purposes. The Services and use of the Website are subject to, and you agree that you will at all times comply with, all applicable local, state, national, and international laws, statutes, rules, regulations, ordinances and the like applicable to the use of the Services and the Website. This obligation includes your agreement to comply with all applicable laws, regulations, and rules relating to the export of technical and other data from the United States (and from your country if you are not located in the United States) and your agreement not to export or re-export any such data or any other content or materials in violation of such laws, rules or regulations without first obtaining all necessary licenses, consents and approvals therefor, as well as authorization from us. 

7. Ownership.  

The Marks and other intellectual property rights are our or our licensors registered and/or common law marks or other Intellectual Property Rights. All content and materials on the Website including, without limitation, the Marks, button icons, images, audio clips, and software, and other Intellectual Property Rights included in the Services or an Website, are our property or our licensors’ and are protected by United States and international proprietary rights and Intellectual Property Rights laws. Except to the minimum extent otherwise expressly permitted under copyright law, no copying or exploitation of material from the Services or on an Website is permitted without the express prior written permission of us and any other applicable copyright owner. You may not copy, reproduce, republish, upload, post, transmit, sell, distribute, transfer or modify any of the content, data, information or materials found on the Website. You will not use the Marks or other Website content on any site, website, web page, portal, or on any form of advertisement which you operate, authorize or control without our express prior written permission. You may not use any content from the Website, our Marks, or copyrighted materials or any marks that are confusingly similar to the Mark in any search engine descriptions, content, meta-tags, “white lettering”, key words, or other means of directing or influencing web traffic to any website, web page, portal or e-mail operated, controlled or authorized by you without our express prior written permission and your doing so constitutes a violation of our rights under United States federal and state law, and other international laws and is a breach of this Agreement. You will not adopt or use any names, trademarks, slogans, trade names, trademarks, service marks, e-mail addresses, URLs, meta-tags, key words, search descriptions or the like that are the same or are confusingly similar to the Marks. You also may not resell the Services (or any part thereof) without our prior written consent. You acknowledge that you do not acquire any ownership or license rights by virtue of accessing the Website or the Services. All rights not expressly granted under this Agreement are expressly reserved to us. Nothing contained on the Website should be construed as granting any right to use any Marks or to any Intellectual Property Rights without the express prior written consent of the owner. If you believe your rights under applicable copyright laws are being infringed, you may notify us in accordance with the instructions set forth in the “Copyright Infringement Claims” section below. 

8. Copyright Infringement Claims.  

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials available on the Website infringe your copyright, you (or your agent) may send to us a written notice by mail, e-mail or fax, requesting that we remove such material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send to us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices with respect to copyright infringement claims must be sent in writing to Steven Glinert as follows: By mail to 77 Geary Street, Floor 5, San Francisco CA 94108; or by e-mail to [email protected].  

WE CAUTION YOU THAT UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO HEAVY CIVIL PENALTIES. THESE INCLUDE MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS FEES INCURRED BY US, BY ANY COPYRIGHT OWNER, OR OUR RELYING UPON YOUR MISREPRESENTATION. YOU MAY ALSO BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY. 

We suggest that you consult your legal advisor before filing a DMCA notice or counter-notice. 

9. Third Party Materials; Links.  

Certain Website functionality may make available access to information, products, services and other materials made available by third parties (“Third Party Materials”), or allow for the routing or transmission of such Third Party Materials, including via links. By using such functionality, you are directing us to access, route and transmit to you the applicable Third Party Materials. 

We neither control nor endorse, nor are we responsible for, any Third Party Materials, including the accuracy, validity, timeliness, completeness, reliability, integrity, quality, legality, usefulness or safety of Third Party Materials, or any intellectual property rights therein. Certain Third Party Materials may, among other things, be inaccurate, misleading or deceptive. Nothing in this Agreement will be deemed to be a representation or warranty by us with respect to any Third Party Materials. We have no obligation to monitor Third Party Materials, and we may block or disable access to any Third Party Materials (in whole or part) through the Website at any time. In addition, the availability of any Third Party Materials through the Website or Services does not imply our affiliation with, any provider of such Third Party Materials, nor does such availability create any legal relationship between you and any such provider. 

YOUR USE OF THIRD PARTY MATERIALS IS AT YOUR OWN RISK AND IS SUBJECT TO ANY ADDITIONAL TERMS, CONDITIONS AND POLICIES APPLICABLE TO SUCH THIRD PARTY MATERIALS (SUCH AS TERMS OF SERVICE OR PRIVACY POLICIES OF THE PROVIDERS OF SUCH THIRD PARTY MATERIALS). 

10. DISCLAIMER OF WARRANTIES.  

YOUR USE OF THE SERVICES AND THE WEBSITE IS AT YOUR SOLE RISK. THE SERVICES AND THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.  WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND AS TO THE OPERATION OF THE WEBSITE OR THE SERVICES OR THE INFORMATION CONTAINED ON THE WEBSITE.  WE DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE, OR ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUSES. WE DO NOT WARRANT THAT THE WEBSITE OR SERVICES WILL BE AVAILABLE OR OPERATE IN AN UNINTERRUPTED, DELAY OR ERROR-FREE MANNER (INCLUDING, WITHOUT LIMITATION, ANY ERRORS, DELAY OR INTERRUPTIONS DUE TO PROBLEMS WITH COMMUNICATION LINES OR SYSTEMS, ACTS OF GOD OR FAILURE OF A TELECOMMUNICATIONS SERVICE PROVIDER TO PROVIDE CONNECTIVITY), OR THAT ERRORS OR DEFECTS WILL BE CORRECTED, OR THAT THE SERVER THAT MAKES THE WEBSITE OR SERVICES AVAILABLE ARE FREE FROM ANY HARMFUL COMPONENTS, INCLUDING VIRUSES. IN ADDITION, WE DO NOT WARRANT THAT INFORMATION AVAILABLE ON OR THROUGH THE WEBSITE ARE APPROPRIATE, ACCURATE, COMPLETE, CORRECT, ADEQUATE, USEFUL, TIMELY, RELIABLE OR AVAILABLE FOR USE IN ANY PARTICULAR JURISDICTION, AND ACCESSING THEM FROM JURISDICTIONS WHERE THEIR CONTENTS ARE ILLEGAL IS EXPRESSLY PROHIBITED.  SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO PORTIONS OF THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU.  THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS WHICH VARY FROM STATE TO STATE. 

While we try to maintain the timeliness, integrity and security of the Website, we do not guarantee that the Website is or will remain updated, complete, correct or secure, or that access to the Website will be uninterrupted. The Website may include inaccuracies, errors and materials that violate or conflict with this Agreement. Additionally, third parties may make unauthorized alterations to the Website. If you become aware of any such alteration, contact us at [email protected] with a description of such alteration and its location on the Website. 

11. LIMITATION OF LIABILITY.  

YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE AND OUR EMPLOYEES, DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, PARTNERS, SUCCESSORS, ASSIGNEES, FRANCHISOR, LICENSEES, CO-BRANDING PARTNERS, AGENTS, VENDORS, CONTRACTORS AND SUPPLIERS (COLLECTIVELY, “INDEMNIFIED PARTIES”) WILL NOT BE LIABLE TO YOU OR TO ANY OTHER PERSON UNDER ANY CIRCUMSTANCES AND UNDER NO LEGAL OR EQUITABLE THEORY, IN TORT (INCLUDING NEGLIGENCE), CONTRACT, STRICT LIABILITY, OR OTHERWISE, FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT OR THE USE OF THE SERVICES OR ANY ASPECT OF THE WEBSITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, WORK STOPPAGE, ACCURACY OF RESULTS, COMPUTER FAILURE OR MALFUNCTION, OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES). 

TO THE EXTENT THE FOREGOING LIMITATION OF LIABILITY IS, IN WHOLE OR IN PART, HELD TO BE INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF THE INDEMNIFIED PARTIES FOR ANY REASON AND UPON ANY CAUSE OF ACTION (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, STRICT LIABILITY AND OTHER ACTIONS IN CONTRACT OR TORT) ARISING OUT OF OR IN ANY WAY RELATED TO THE WEBSITE OR THIS AGREEMENT SHALL BE LIMITED TO DIRECT DAMAGES ACTUALLY INCURRED UP TO TWO HUNDRED FIFTY ($250) US DOLLARS.  THESE LIMITATIONS OF LIABILITY SHALL APPLY EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. 

THE LIMITATION OF LIABILITY HEREIN APPLIES TO ALL LIABILITIES IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM YOUR USE OR YOUR INABILITY TO USE THE WEBSITE OR SERVICES, OR FROM ANY PRODUCTS OR THIRD PARTY MATERIALS, INCLUDING FROM ANY VIRUS THAT MAY BE TRANSMITTED IN CONNECTION THEREWITH, OR ANY OTHER MATTER ARISING FROM OR RELATING TO THE WEBSITE OR THE SERVICES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. 

12. Indemnity.  

To the fullest extent permitted under applicable law, you agree to indemnify, hold harmless, and, at our request, to defend the Indemnified Parties, and their respective successors and assigns, from and against any and all claims, demands, causes of actions, debt, liabilities, damages, judgments, awards, losses, costs, expenses and fees (including attorneys’ fees) to the extent that such action is based on, arises out of , or relates to (a) your use of (or inability to use), or activities in connection with, the Services and any aspect of the Website; (b) any violation or alleged violation of this Agreement by you; or (c) any other activities of yours accomplished using the Services or the Website.  

13. Termination.  

This Agreement is effective until terminated. We may terminate this Agreement or terminate or suspend your use of the Website or Services at any time and without prior notice, for any or no reason, including if we believe that you have violated or acted inconsistently with the letter or spirit of this Agreement. Upon any such termination or suspension, your right to use the Website or Services will immediately cease, and we may, without liability to you or any third party, immediately deactivate or delete your account, and all associated materials, without any obligation to provide any further access to such materials. Any provision of this Agreement which expressly or by its nature survives termination or expiration, or which contemplates performance or observance subsequent to termination or expiration of this Agreement, will survive the termination or expiration of this Agreement and continue in full force and effect thereafter.  

14. Dispute Resolution. 

If a dispute arises out of or relates to this Agreement or its breach (with the exception of rights to injunctive or equitable relief with respect to Intellectual Property Rights and obligations with respect to confidentiality), then the dispute shall be resolved in binding arbitration in accordance with the following procedures: (i) the dispute must be resolved by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules; (ii) any judgment on the award rendered by the arbitrator(s) may be entered in any court of competent jurisdiction; (iii) the location of the arbitration shall be in San Francisco, California and (iv) any such controversy or claim shall be arbitrated on an individual basis, and shall not be commenced, conducted or consolidated in with any claim or controversy of any other party. Notwithstanding the foregoing, we may seek injunctive or equitable relief with respect to Intellectual Property Rights and obligations with respect to confidentiality, in any court having proper jurisdiction, and you consent to exclusive jurisdiction and venue in such courts. 

15. Governing Law and Jurisdiction.  

The Services and the Website are controlled by us from within the State of California. Subject to the “Dispute Resolution” section, by accessing or using the Website or the Services, you and we each agree that the substantive laws of the State of California will govern with respect to all matters relating to or arising from this Agreement, or the use (or inability to use) the Website or the Services, and that such laws will apply without regard to principles of conflict of laws. Subject to the dispute resolution procedures set forth above, you and we agree and hereby submit to the exclusive jurisdiction and venue of the appropriate state and federal courts located closest to San Francisco, California with respect to such matters. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Website or the Services must be filed or otherwise commenced within one (1) year after such claim or cause of action arose or be forever barred. 

16. Information or Complaints.  

If you have a question or complaint regarding the Website or the Services or this Agreement, please contact us by e-mail to [email protected] or by telephone at (415) 413-7258. You may also contact us in writing by mail at 77 Geary Street, Floor 5, San Francisco CA.  Please note that e-mail communications will not necessarily be secure; accordingly you should not include credit card information or other sensitive information in your e-mail correspondence with us. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. 

17. Miscellaneous.  

1. This Agreement does not, and will not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and Company.  
2. You may not assign, transfer or sublicense any or all of your rights or obligations under this Agreement without our express prior written consent. We may assign, transfer or sublicense any or all of our rights or obligations under this Agreement without restriction.  
3. This Agreement, including any terms and conditions incorporated herein, is the entire agreement between you and us with respect to the subject matter addressed herein, and governs your use of the Website and the Services, and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and us relating to such subject matter but this Agreement may be supplemented by any other agreement you enter into with us pursuant to a registration to access certain features of the Website. Neither the course of conduct between the parties nor trade practices shall act to modify this Agreement.  If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, unlawful, void or for any reason unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and that the other provisions of this Agreement remain in full force and effect. 
4. Any heading, caption or section title contained herein is for convenience only, and in no way defines or explains any section or provision. All terms defined in the singular will have the same meanings when used in the plural, where appropriate and unless otherwise specified. Any use of the term “including” or variations thereof in this Agreement will be construed as if followed by the phrase “without limitation.”  
5. The failure of us to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. 
6. Notices to you (including notices of changes to this Agreement) may be made via posting to the Website or by e-mail (including in each case via links), or by regular mail. Without limitation, a printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. We will not be responsible for any failure to fulfill any obligation due to any cause beyond our control. 
7. Without limiting the foregoing, the Services and the Website are not intended for use by or availability to minors. IF YOU ARE NOT LEGALLY AN ADULT UNDER THE LAW WHERE YOU LIVE OR IF YOU ARE UNDER EIGHTEEN (18) YEARS OF AGE, YOU MAY NOT ACCESS THE WEBSITE OR USE THE SERVICES. IF SO, PLEASE IMMEDIATELY DISCONTINUE USE OF THE SERVICES AND DO NOT ACCESS THE WEBSITE. 

Effective Date: September 13, 2021