TERMS AND CONDITIONS
Last updated March 08, 2025
AGREEMENT TO OUR LEGAL TERMS
We are Common Instinct Digital, LLC (
"Company," "we,"
"us," "our" ) , a company
registered in Georgia , United States at 5559 Glenridge Drive ,
Atlanta , GA 30342 .
We operate the website
https://factorvault.com
(the "Site" ) , the browser extension
FactorVault (the "App" ) , as well as any other
related products and services that refer or link to these legal
terms (the "Legal Terms" ) (collectively, the
"Services" ).
FactorVault provides a streamlined way of inputting one-time
passcodes (or OTPs) into browser input fields when multi-factor
authentication (or MFA) is required and the application
requesting authentication sends the OTP to a user's email inbox.
You can contact us by email at [email protected] or by mail
to 5559 Glenridge Drive , Atlanta , GA 30342 , United States .
These Legal Terms constitute a legally binding agreement made
between you, whether personally or on behalf of an entity
("you"), and Common Instinct Digital, LLC,
concerning your access to and use of the Services. You agree
that by accessing the Services, you have read, understood, and
agreed to be bound by all of these Legal Terms. IF YOU DO NOT
AGREE WITH ALL OF THESE LEGAL TERMS, THEN YOU ARE EXPRESSLY
PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE
IMMEDIATELY.
We will provide you with prior notice of any scheduled changes
to the Services you are using. The modified Legal Terms will
become effective upon posting or notifying you by
[email protected], as stated in the email message. By
continuing to use the Services after the effective date of any
changes, you agree to be bound by the modified terms.
The Services are intended for users who are at least 18 years
old. Persons under the age of 18 are not permitted to use or
register for the Services.
We recommend that you print a copy of these Legal Terms for your
records.
TABLE OF CONTENTS
1. OUR SERVICES
The information provided when using the Services is not intended
for distribution to or use by any person or entity in any
jurisdiction or country where such distribution or use would be
contrary to law or regulation or which would subject us to any
registration requirement within such jurisdiction or country.
Accordingly, those persons who choose to access the Services
from other locations do so on their own initiative and are
solely responsible for compliance with local laws, if and to the
extent local laws are applicable.
The Services are not tailored to comply with industry-specific
regulations (Health Insurance Portability and Accountability Act
(HIPAA), Federal Information Security Management Act (FISMA),
etc.), so if your interactions would be subjected to such laws,
you may not use the Services. You may not use the Services in a
way that would violate the Gramm-Leach-Bliley Act (GLBA).
2. INTELLECTUAL PROPERTY RIGHTS
Our intellectual property
We are the owner or the licensee of all intellectual property
rights in our Services, including all source code, databases,
functionality, software, website designs, audio, video, text,
photographs, and graphics in the Services (collectively, the
"Content"), as well as the trademarks, service marks, and logos
contained therein (the "Marks").
Our Content and Marks are protected by copyright and trademark
laws (and various other intellectual property rights and unfair
competition laws) and treaties in the United States and around
the world.
The Content and Marks are provided in or through the Services
"AS IS" for your personal, non-commercial use only.
Your use of our Services
Subject to your compliance with these Legal Terms, including the
"PROHIBITED ACTIVITIES" section below, we grant you a non-exclusive,
non-transferable, revocable license to:
- access the Services; and
- download or print a copy of any portion of the Content to which you have properly gained access,
solely for your personal, non-commercial use.
Except as set out in this section or elsewhere in our Legal
Terms, no part of the Services and no Content or Marks may be
copied, reproduced, aggregated, republished, uploaded, posted,
publicly displayed, encoded, translated, transmitted,
distributed, sold, licensed, or otherwise exploited for any
commercial purpose whatsoever, without our express prior written
permission.
If you wish to make any use of the Services, Content, or Marks
other than as set out in this section or elsewhere in our Legal
Terms, please address your request to: [email protected]. If
we ever grant you the permission to post, reproduce, or publicly
display any part of our Services or Content, you must identify
us as the owners or licensors of the Services, Content, or Marks
and ensure that any copyright or proprietary notice appears or
is visible on posting, reproducing, or displaying our Content.
We reserve all rights not expressly granted to you in and to the
Services, Content, and Marks.
Any breach of these Intellectual Property Rights will constitute
a material breach of our Legal Terms and your right to use our
Services will terminate immediately.
Your submissions
Please review this section and the "PROHIBITED ACTIVITIES" section carefully prior to using our Services to understand
the (a) rights you give us and (b) obligations you have when you
post or upload any content through the Services.
Submissions: By directly sending us any
question, comment, suggestion, idea, feedback, or other
information about the Services ("Submissions"), you agree to
assign to us all intellectual property rights in such
Submission. You agree that we shall own this Submission and be
entitled to its unrestricted use and dissemination for any
lawful purpose, commercial or otherwise, without acknowledgment
or compensation to you.
You are responsible for what you post or upload:
By sending us Submissions through any part of the Services you:
- confirm that you have read and agree with our "PROHIBITED ACTIVITIES" and will not post, send, publish, upload, or transmit through the Services any Submission that is illegal, harassing, hateful, harmful, defamatory, obscene, bullying, abusive, discriminatory, threatening to any person or group, sexually explicit, false, inaccurate, deceitful, or misleading;
- to the extent permissible by applicable law, waive any and all moral rights to any such Submission;
- warrant that any such Submission are original to you or that you have the necessary rights and licenses to submit such Submissions and that you have full authority to grant us the above-mentioned rights in relation to your Submissions; and
- warrant and represent that your Submissions do not constitute confidential information.
You are solely responsible for your Submissions and you
expressly agree to reimburse us for any and all losses that we
may suffer because of your breach of (a) this section, (b) any
third party’s intellectual property rights, or (c)
applicable law.
3. USER REPRESENTATIONS
By using the Services, you represent and warrant that: (1) all
registration information you submit will be true, accurate,
current, and complete; (2) you will maintain the accuracy of
such information and promptly update such registration
information as necessary; (3) you have the legal capacity and
you agree to comply with these Legal Terms; (4) you are not a
minor in the jurisdiction in which you reside; (5) you will not
access the Services through automated or non-human means,
whether through a bot, script or otherwise; (6) you will not use
the Services for any illegal or unauthorized purpose; and (7)
your use of the Services will not violate any applicable law or
regulation.
If you provide any information that is untrue, inaccurate,
not current, or incomplete, we have the right to suspend or
terminate your account and refuse any and all current or
future use of the Services (or any portion thereof).
4. USER REGISTRATION
You may be required to register to use the Services. You
agree to keep your password confidential and will be
responsible for all use of your account and password. We
reserve the right to remove, reclaim, or change a username
you select if we determine, in our sole discretion, that
such username is inappropriate, obscene, or otherwise
objectionable.
5. PURCHASES AND PAYMENT
We accept the following forms of payment:
- Stripe
You agree to provide current, complete, and accurate purchase
and account information for all purchases made via the Services.
You further agree to promptly update account and payment
information, including email address, payment method, and
payment card expiration date, so that we can complete your
transactions and contact you as needed. Sales tax will be added
to the price of purchases as deemed required by us. We may
change prices at any time. All payments shall be in US dollars.
You agree to pay all charges at the prices then in effect for
your purchases and any applicable shipping fees, and you
authorize us to charge your chosen payment provider for any such
amounts upon placing your order. We reserve the right to correct
any errors or mistakes in pricing, even if we have already
requested or received payment.
We reserve the right to refuse any order placed through the
Services. We may, in our sole discretion, limit or cancel
quantities purchased per person, per household, or per order.
These restrictions may include orders placed by or under the
same customer account, the same payment method, and/or orders
that use the same billing or shipping address. We reserve the
right to limit or prohibit orders that, in our sole judgment,
appear to be placed by dealers, resellers, or distributors.
6. SUBSCRIPTIONS
Billing and Renewal
Your subscription will continue and automatically renew unless
canceled. You consent to our charging your payment method on a
recurring basis without requiring your prior approval for each
recurring charge, until such time as you cancel the applicable
order. The length of your billing cycle will depend on the type
of subscription plan you choose when you subscribed to the
Services.
Cancellation
You can cancel your subscription at any time by logging into
your account. Your cancellation will take effect at the end of
the current paid term. If you have any questions or are
unsatisfied with our Services, please email us at
[email protected].
Fee Changes
7. PROHIBITED ACTIVITIES
You may not access or use the Services for any purpose other
than that for which we make the Services available. The
Services may not be used in connection with any commercial
endeavors except those that are specifically endorsed or
approved by us.
As a user of the Services, you agree not to:
- Systematically retrieve data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
- Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
- Circumvent, disable, or otherwise interfere with security-related features of the Services, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Services and/or the Content contained therein.
- Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Services.
- Use any information obtained from the Services in order to harass, abuse, or harm another person.
- Make improper use of our support services or submit false reports of abuse or misconduct.
- Use the Services in a manner inconsistent with any applicable laws or regulations.
- Engage in unauthorized framing of or linking to the Services.
- Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Services or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Services.
- Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
- Delete the copyright or other proprietary rights notice from any Content.
- Attempt to impersonate another user or person or use the username of another user.
- Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats ("gifs"), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as "spyware" or "passive collection mechanisms" or "pcms").
- Interfere with, disrupt, or create an undue burden on the Services or the networks or services connected to the Services.
- Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Services to you.
- Attempt to bypass any measures of the Services designed to prevent or restrict access to the Services, or any portion of the Services.
- Copy or adapt the Services' software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
- Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Services.
- Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Services, or use or launch any unauthorized script or other software.
- Use a buying agent or purchasing agent to make purchases on the Services.
- Make any unauthorized use of the Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.
- Use the Services as part of any effort to compete with us or otherwise use the Services and/or the Content for any revenue-generating endeavor or commercial enterprise.
8. USER GENERATED CONTRIBUTIONS
The Services does not offer users to submit or post
content. We may provide you with the opportunity to
create, submit, post, display, transmit, perform, publish,
distribute, or broadcast content and materials to us or on
the Services, including but not limited to text, writings,
video, audio, photographs, graphics, comments,
suggestions, or personal information or other material
(collectively, "Contributions"). Contributions may be
viewable by other users of the Services and through
third-party websites. As such, any Contributions you
transmit may be treated in accordance with the Services'
Privacy Policy. When you create or make available any
Contributions, you thereby represent and warrant that:
- The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
- You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Services, and other users of the Services to use your Contributions in any manner contemplated by the Services and these Legal Terms.
- You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Services and these Legal Terms.
- Your Contributions are not false, inaccurate, or misleading.
- Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
- Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us).
- Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
- Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.
- Your Contributions do not violate any applicable law, regulation, or rule.
- Your Contributions do not violate the privacy or publicity rights of any third party.
- Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors.
- Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
- Your Contributions do not otherwise violate, or link to material that violates, any provision of these Legal Terms, or any applicable law or regulation.
Any use of the Services in violation of the foregoing
violates these Legal Terms and may result in, among other
things, termination or suspension of your rights to use the
Services.
9. CONTRIBUTION LICENSE
You and Services agree that we may access, store, process, and
use any information and personal data that you provide following
the terms of the Privacy Policy and your choices (including
settings).
By submitting suggestions or other feedback regarding the
Services, you agree that we can use and share such feedback for
any purpose without compensation to you.
We do not assert any ownership over your Contributions. You
retain full ownership of all of your Contributions and any
intellectual property rights or other proprietary rights
associated with your Contributions. We are not liable for any
statements or representations in your Contributions provided by
you in any area on the Services. You are solely responsible for
your Contributions to the Services and you expressly agree to
exonerate us from any and all responsibility and to refrain from
any legal action against us regarding your Contributions.
10. BROWSER EXTENSION LICENSE
Use License
If you access the Services via the App, then we grant you a
revocable, non-exclusive, non-transferable, limited right to
install and use the App on wireless electronic devices owned or
controlled by you, and to access and use the App on such devices
strictly in accordance with the terms and conditions of this
browser extension license contained in these Legal Terms. You
shall not: (1) except as permitted by applicable law, decompile,
reverse engineer, disassemble, attempt to derive the source code
of, or decrypt the App; (2) make any modification, adaptation,
improvement, enhancement, translation, or derivative work from
the App; (3) violate any applicable laws, rules, or regulations
in connection with your access or use of the App; (4) remove,
alter, or obscure any proprietary notice (including any notice
of copyright or trademark) posted by us or the licensors of the
App; (5) use the App for any revenue-generating endeavor,
commercial enterprise, or other purpose for which it is not
designed or intended; (6) make the App available over a network
or other environment permitting access or use by multiple
devices or users at the same time; (7) use the App for creating
a product, service, or software that is, directly or indirectly,
competitive with or in any way a substitute for the App; (8) use
the App to send automated queries to any website or to send any
unsolicited commercial email; or (9) use any proprietary
information or any of our interfaces or our other intellectual
property in the design, development, manufacture, licensing, or
distribution of any applications, accessories, or devices for
use with the App.
Apple and Android Devices
The following terms apply when you use the App obtained from
either the Apple Store or Google Play (each an "App
Distributor") to access the Services: (1) the license granted to
you for our App is limited to a non-transferable license to use
the application on a device that utilizes the Apple iOS or
Android operating systems, as applicable, and in accordance with
the usage rules set forth in the applicable App
Distributor’s terms of service; (2) we are responsible for
providing any maintenance and support services with respect to
the App as specified in the terms and conditions of this mobile
application license contained in these Legal Terms or as
otherwise required under applicable law, and you acknowledge
that each App Distributor has no obligation whatsoever to
furnish any maintenance and support services with respect to the
App; (3) in the event of any failure of the App to conform to
any applicable warranty, you may notify the applicable App
Distributor, and the App Distributor, in accordance with its
terms and policies, may refund the purchase price, if any, paid
for the App, and to the maximum extent permitted by applicable
law, the App Distributor will have no other warranty obligation
whatsoever with respect to the App; (4) you represent and
warrant that (i) you are not located in a country that is
subject to a US government embargo, or that has been designated
by the US government as a "terrorist supporting" country and
(ii) you are not listed on any US government list of prohibited
or restricted parties; (5) you must comply with applicable
third-party terms of agreement when using the App, e.g., if you
have a VoIP application, then you must not be in violation of
their wireless data service agreement when using the App; and
(6) you acknowledge and agree that the App Distributors are
third-party beneficiaries of the terms and conditions in this
browser extension license contained in these Legal Terms, and
that each App Distributor will have the right (and will be
deemed to have accepted the right) to enforce the terms and
conditions in this browser extension license contained in these
Legal Terms against you as a third-party beneficiary thereof.
11. THIRD-PARTY WEBSITES AND CONTENT
The Services may contain (or you may be sent via the Site or App)
links to other websites ("Third-Party Websites") as well as
articles, photographs, text, graphics, pictures, designs, music,
sound, video, information, applications, software, and other
content or items belonging to or originating from third parties
("Third-Party Content"). Such Third-Party Websites and Third-Party
Content are not investigated, monitored, or checked for accuracy,
appropriateness, or completeness by us, and we are not responsible
for any Third-Party Websites accessed through the Services or any
Third-Party Content posted on, available through, or installed
from the Services, including the content, accuracy, offensiveness,
opinions, reliability, privacy practices, or other policies of or
contained in the Third-Party Websites or the Third-Party Content.
Inclusion of, linking to, or permitting the use or installation of
any Third-Party Websites or any Third-Party Content does not imply
approval or endorsement thereof by us. If you decide to leave the
Services and access the Third-Party Websites or to use or install
any Third-Party Content, you do so at your own risk, and you
should be aware these Legal Terms no longer govern. You should
review the applicable terms and policies, including privacy and
data gathering practices, of any website to which you navigate
from the Services or relating to any applications you use or
install from the Services. Any purchases you make through
Third-Party Websites will be through other websites and from other
companies, and we take no responsibility whatsoever in relation to
such purchases which are exclusively between you and the
applicable third party. You agree and acknowledge that we do not
endorse the products or services offered on Third-Party Websites
and you shall hold us blameless from any harm caused by your
purchase of such products or services. Additionally, you shall
hold us blameless from any losses sustained by you or harm caused
to you relating to or resulting in any way from any Third-Party
Content or any contact with Third-Party Websites.
12. SERVICES MANAGEMENT
We reserve the right, but not the obligation, to: (1) monitor the
Services for violations of these Legal Terms; (2) take appropriate
legal action against anyone who, in our sole discretion, violates
the law or these Legal Terms, including without limitation,
reporting such user to law enforcement authorities; (3) in our
sole discretion and without limitation, refuse, restrict access
to, limit the availability of, or disable (to the extent
technologically feasible) any of your Contributions or any portion
thereof; (4) in our sole discretion and without limitation,
notice, or liability, to remove from the Services or otherwise
disable all files and content that are excessive in size or are in
any way burdensome to our systems; and (5) otherwise manage the
Services in a manner designed to protect our rights and property
and to facilitate the proper functioning of the Services.
13. PRIVACY POLICY
We care about data privacy and security. Please review our Privacy
Policy:
https://factorvault.com/privacy. By using the Services, you agree to be bound by our Privacy
Policy, which is incorporated into these Legal Terms. Please be
advised the Services are hosted in the United States. If you
access the Services from any other region of the world with laws
or other requirements governing personal data collection, use, or
disclosure that differ from applicable laws in the United States,
then through your continued use of the Services, you are
transferring your data to the United States, and you expressly
consent to have your data transferred to and processed in the
United States.
14. TERM AND TERMINATION
These Legal Terms shall remain in full force and effect while you
use the Services. WITHOUT LIMITING ANY OTHER PROVISION OF THESE
LEGAL TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND
WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE
SERVICES (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 LEGAL TERMS OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY
TERMINATE YOUR USE OR PARTICIPATION IN THE SERVICES OR DELETE YOUR
ACCOUNT AND 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.
15. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of
the Services at any time or for any reason at our sole discretion
without notice. However, we have no obligation to update any
information on our Services. We will not be liable to you or any
third party for any modification, price change, suspension, or
discontinuance of the Services.
We cannot guarantee the Services will be available at all times.
We may experience hardware, software, or other problems or need to
perform maintenance related to the Services, resulting in
interruptions, delays, or errors. We reserve the right to change,
revise, update, suspend, discontinue, or otherwise modify the
Services 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
Services during any downtime or discontinuance of the Services.
Nothing in these Legal Terms will be construed to obligate us to
maintain and support the Services or to supply any corrections,
updates, or releases in connection therewith.
16. GOVERNING LAW
These Legal Terms and your use of the Services are governed by and
construed in accordance with the laws of the State of Georgia
applicable to agreements made and to be entirely performed within
the State of Georgia , without regard to its conflict of law
principles.
17. DISPUTE RESOLUTION
Binding Arbitration
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
American Arbitration Association (AAA) website. 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 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 Fulton, Georgia. 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 Fulton, Georgia, 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 Uniform Computer Information
Transaction Act (UCITA) are excluded from these Legal Terms.
In no event shall any Dispute brought by either Party related in
any way to the Services 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.
Restrictions
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 Arbitration
The Parties agree that the following Disputes are not subject to
the above provisions concerning 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.
18. CORRECTIONS
There may be information on the Services 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 Services at any time, without prior notice.
19. DISCLAIMER
THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU
AGREE THAT YOUR USE OF THE 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 SERVICES 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 SERVICES' CONTENT OR THE
CONTENT OF ANY WEBSITES OR BROWSER EXTENSIONS LINKED TO THE
SERVICES 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 SERVICES, (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 SERVICES, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE
LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES 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 SERVICES. WE DO NOT WARRANT, ENDORSE,
GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE
ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES, ANY
HYPERLINKED WEBSITE, OR ANY WEBSITE OR BROWSER EXTENSION 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.
20. LIMITATIONS OF LIABILITY
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 SERVICES, 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 US STATE LAWS AND
INTERNATIONAL 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.
21. INDEMNIFICATION
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) use of the Services; (2) breach of these
Legal Terms; (3) any breach of your representations and warranties
set forth in these Legal Terms; (4) your violation of the rights
of a third party, including but not limited to intellectual
property rights; or (5) any overt harmful act toward any other
user of the Services with whom you connected via the Services.
Notwithstanding the foregoing, we reserve 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, at your expense, with our defense of such claims. We
will use reasonable efforts to notify you of any such claim,
action, or proceeding which is subject to this indemnification
upon becoming aware of it.
22. USER DATA
We will maintain certain data that you transmit to the Services
for the purpose of managing the performance of the Services, as
well as data relating to your use of the Services. 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 Services. 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.
23. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the Services, 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 Services, 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 SERVICES. 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.
24. 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.
25. MISCELLANEOUS
These Legal Terms and any policies or operating rules posted by us
on the Services or in respect to the Services constitute the
entire agreement and understanding between you and us. Our failure
to exercise or enforce any right or provision of these Legal Terms
shall not operate as a waiver of such right or provision. These
Legal Terms 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 Legal Terms is determined to be unlawful, void, or
unenforceable, that provision or part of the provision is deemed
severable from these Legal Terms 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 Legal Terms or use of the
Services. You agree that these Legal Terms 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 Legal Terms and the lack of signing by the parties hereto to
execute these Legal Terms.
26. CONTACT US
In order to resolve a complaint regarding the Services or to
receive further information regarding use of the Services, please
contact us at:
Common Instinct Digital, LLC
5559 Glenridge Drive
Atlanta , GA 30342
United States