These
Terms of Use shall remain in full force and effect while you use the Site.
WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT
TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND
USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY
REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY
REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY
APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE
SITE OR DELETE
ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING,
IN OUR SOLE DISCRETION.
If
we terminate or suspend your account for any reason, you are prohibited from
registering and creating a new account under your name, a fake or borrowed name,
or the name of any third party, even if you may be acting on behalf of the third
party. In addition to terminating or suspending your account, we reserve the
right to take appropriate legal action, including without limitation pursuing
civil, criminal, and injunctive redress.
MODIFICATIONS AND INTERRUPTIONS
We
reserve the right to change, modify, or remove the contents of the Site at any
time or for any reason at our sole discretion without notice. However, we have
no obligation to update any information on our Site. We also reserve the right
to modify or discontinue all or part of the Site without notice at any time. We
will not be liable to you or any third party for any modification, price change,
suspension, or discontinuance of the Site.
We
cannot guarantee the Site will be available at all times. We may experience
hardware, software, or other problems or need to perform maintenance related to
the Site, resulting in interruptions, delays, or errors. We reserve the right to
change, revise, update, suspend, discontinue, or otherwise modify the Site at
any time or for any reason without notice to you. You agree that we have no
liability whatsoever for any loss, damage, or inconvenience caused by your
inability to access or use the Site during any downtime or discontinuance of the
Site. Nothing in these Terms of Use will be construed to obligate us to maintain
and support the Site or to supply any corrections, updates, or releases in
connection therewith.
These
Terms of Use and your use of the Site are governed by and construed in
accordance with the laws of
the State of
California
applicable to agreements made and to be entirely performed within
the State of
California
, without regard to its conflict of law principles.
Informal Negotiations
To
expedite resolution and control the cost of any dispute, controversy, or claim
related to these Terms of Use (each a "Dispute" and collectively, the
“Disputes”) brought by either you or us (individually, a “Party” and
collectively, the “Parties”), the Parties agree to first attempt to negotiate
any Dispute (except those Disputes expressly provided below) informally for at
least
thirty (30)
days before initiating arbitration. Such informal negotiations commence upon
written notice from one Party to the other Party.
If
the Parties are unable to resolve a Dispute through informal negotiations, the
Dispute (except those Disputes expressly excluded below) will be finally and
exclusively resolved by binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS
PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The
arbitration shall be commenced and conducted under the Commercial Arbitration
Rules of the American Arbitration Association ("AAA") and, where appropriate,
the AAA’s Supplementary Procedures for Consumer Related Disputes ("AAA Consumer
Rules"), both of which are available at the AAA website www.adr.org. Your
arbitration fees and your share of arbitrator compensation shall be governed by
the AAA Consumer Rules and, where appropriate, limited by the AAA Consumer
Rules.
If such costs are determined to by the arbitrator to be
excessive, we will pay all arbitration fees and expenses.
The arbitration may be conducted in person, through the submission of
documents, by phone, or online. The arbitrator will make a decision in writing,
but need not provide a statement of reasons unless requested by either Party.
The arbitrator must follow applicable law, and any award may be challenged if
the arbitrator fails to do so. Except where otherwise required by the applicable
AAA rules or applicable law, the arbitration will take place in
United States
County,
California.
Except as otherwise provided herein, the Parties may litigate in court to compel
arbitration, stay proceedings pending arbitration, or to confirm, modify,
vacate, or enter judgment on the award entered by the arbitrator.
If
for any reason, a Dispute proceeds in court rather than arbitration, the Dispute
shall be commenced or prosecuted in the state and federal courts located in
United States
County,
California,
and the Parties hereby consent to, and waive all defenses of lack of personal
jurisdiction, and forum non conveniens with respect to venue and jurisdiction in
such state and federal courts. Application of the United Nations Convention
on Contracts for the International Sale of Goods and the the Uniform Computer
Information Transaction Act (UCITA) are excluded from these Terms of Use.
In no event shall any Dispute brought by either Party
related in any way to the Site be commenced more than
one (1)
years after the cause of action arose.
If this provision is found to be illegal or unenforceable, then neither
Party will elect to arbitrate any Dispute falling within that portion of this
provision found to be illegal or unenforceable and such Dispute shall be decided
by a court of competent jurisdiction within the courts listed for jurisdiction
above, and the Parties agree to submit to the personal jurisdiction of that
court.
The
Parties agree that any arbitration shall be limited to the Dispute between the
Parties individually. To the full extent permitted by law, (a) no arbitration
shall be joined with any other proceeding; (b) there is no right or authority
for any Dispute to be arbitrated on a class-action basis or to utilize class
action procedures; and (c) there is no right or authority for any Dispute to be
brought in a purported representative capacity on behalf of the general public
or any other persons.
Exceptions to Informal Negotiations and Arbitration
The
Parties agree that the following Disputes are not subject to the above
provisions concerning informal negotiations and binding arbitration: (a) any
Disputes seeking to enforce or protect, or concerning the validity of, any of
the intellectual property rights of a Party; (b) any Dispute related to, or
arising from, allegations of theft, piracy, invasion of privacy, or unauthorized
use; and (c) any claim for injunctive relief. If this provision is found to be
illegal or unenforceable, then neither Party will elect to arbitrate any Dispute
falling within that portion of this provision found to be illegal or
unenforceable and such Dispute shall be decided by a court of competent
jurisdiction within the courts listed for jurisdiction above, and the Parties
agree to submit to the personal jurisdiction of that court.
There
may be information on the Site that contains typographical errors, inaccuracies,
or omissions, including descriptions, pricing, availability, and various other
information. We reserve the right to correct any errors, inaccuracies, or
omissions and to change or update the information on the Site at any time,
without prior notice.
THE
SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF
THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT
PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION
WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR
COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE
SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS,
MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR
PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE
OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR
ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN,
(4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY
BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH
THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT
AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE
USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE
SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY
PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY
HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER
OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE
FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY 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.
IN
NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY
THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL,
SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA,
OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN,
OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE
ACTION, WILL AT ALL TIMES BE LIMITED TO
THE AMOUNT PAID, IF ANY, BY YOU TO US
DURING THE
six (6)
mONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING
. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE
EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR
ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY
HAVE ADDITIONAL RIGHTS.
You
agree to defend, indemnify, and hold us harmless, including our subsidiaries,
affiliates, and all of our respective officers, agents, partners, and employees,
from and against any loss, damage, liability, claim, or demand, including
reasonable attorneys’ fees and expenses, made by any third party due to or
arising out of:
(1) your Contributions;
(2) use of the Site; (3) breach of these Terms of Use; (4)any breach of your representations and warranties set forth in these Terms ofUse; (5)your violation of the rights of a third party, including but not limited tointellectual property rights; or (6)any overt harmful act toward any other user of the Site with whom you connectedvia the Site. Notwithstanding the foregoing, we reserve the right, at yourexpense, to assume the exclusive defense and control of any matter for which youare required to indemnify us, and you agree to cooperate, at your expense, withour defense of such claims. We will use reasonable efforts to notify you of anysuch claim, action, or proceeding which is subject to this indemnification uponbecoming aware of it.
We
will maintain certain data that you transmit to the Site for the purpose of
managing the performance of the Site, as well as data relating to your use of
the Site. Although we perform regular routine backups of data, you are solely
responsible for all data that you transmit or that relates to any activity you
have undertaken using the Site. You agree that we shall have no liability to you
for any loss or corruption of any such data, and you hereby waive any right of
action against us arising from any such loss or corruption of such data.
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting
the Site, sending us emails, and completing online forms constitute electronic
communications. You consent to receive electronic communications, and you agree
that all agreements, notices, disclosures, and other communications we provide
to you electronically, via email and on the Site, satisfy any legal requirement
that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC
SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF
NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR
VIA THE SITE. You hereby waive any rights or requirements under any statutes,
regulations, rules, ordinances, or other laws in any jurisdiction which require
an original signature or delivery or retention of non-electronic records, or to
payments or the granting of credits by any means other than electronic
means.
CALIFORNIA USERS AND RESIDENTS
If
any complaint with us is not satisfactorily resolved, you can contact the
Complaint Assistance Unit of the Division of Consumer Services of the California
Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N
112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916)
445-1254.
These
Terms of Use and any policies or operating rules posted by us on the Site or in
respect to the Site constitute the entire agreement and understanding between
you and us. Our failure to exercise or enforce any right or provision of these
Terms of Use shall not operate as a waiver of such right or provision. These
Terms of Use operate to the fullest extent permissible by law. We may assign any
or all of our rights and obligations to others at any time. We shall not be
responsible or liable for any loss, damage, delay, or failure to act caused by
any cause beyond our reasonable control. If any provision or part of a provision
of these Terms of Use is determined to be unlawful, void, or unenforceable, that
provision or part of the provision is deemed severable from these Terms of Use
and does not affect the validity and enforceability of any remaining provisions.
There is no joint venture, partnership, employment or agency relationship
created between you and us as a result of these Terms of Use or use of the Site.
You agree that these Terms of Use will not be construed against us by virtue of
having drafted them. You hereby waive any and all defenses you may have based on
the electronic form of these Terms of Use and the lack of signing by the parties
hereto to execute these Terms of Use.
In
order to resolve a complaint regarding the Site or to receive further
information regarding use of the Site, please contact us at:
Flowcast Inc.
95 Third Street, 2nd floor
San Francisco
,
CA
94103
United States
Phone:
4159641381
info@flowcast.ai