1. Overview. Welcome! The www.bonnevillelabs.com website you are visiting (“Website”) is provided by Bonneville Labs Companies Inc. or its current or future affiliates (together, “Bonneville Labs”, “we” or “us”). This Website, together with the communications network available to members (“Member Network”), any downloadable app we may provide (“App(s)”) and any other services that we provide are collectively referred to herein as the “Services.” These Terms of Service set forth the conditions under which we provide the Services, and they also govern your relationship with us and describe your rights and obligations in connection with your use of the Services (“Network Terms”).
Therefore, please read these Network Terms carefully, as they affect your legal rights. Among other things, these Network Terms include your agreement that except for certain types of disputes described in the “Governing Law; Arbitration and Class Action Waiver” section below, you agree that, to the maximum extent allowed by applicable law, disputes between you and us will be resolved by binding, individual arbitration, and you waive your right to participate in a class action lawsuit or class-wide arbitration. For additional information, please see the section entitled “Governing Law; Arbitration and Class Action Waiver.”
By accessing or using the Services in any way, you are agreeing to abide by and be bound by these Network Terms. From time to time, we may modify or update these Network Terms in accordance with the Section entitled “How we might change the Member Network or these Network Terms.” Occasionally, additional features, tools or services may be made available to you through the Services. Additional terms may apply to such additional services, and to the extent you are receiving any additional services, the applicable additional terms are hereby incorporated into these Network Terms. For more information about these terms of service or your use of the Member Network, contact email@example.com with the subject line “Member Network Terms of Service.” Further, please keep in mind that we will only post the most updated version of these Network Terms here on the Website. If you use any of the Services after any such change or update, you accept these Network Terms as modified or updated.
If you have any questions about these Network Terms or any updates or modifications to these Network Terms, please email firstname.lastname@example.org with the subject line “Bonneville Labs Terms of Service.”
3. User Categories. We provide the Services for the following different types of users, and this Agreement applies to each category. A “Visitor” is defined as a person who makes only passive, non-interactive use the Website and who does not make any other active use of our Services. A “Member” is defined as an individual person or entity (“Company”) who registers with us and creates an account (“Account”) in order to access certain portions of our Website and to use our Services. A Company Member may appoint or designate certain employees, contractors, and other service providers as persons who may use our Services pursuant to the entity’s membership and under its supervision (“Authorized Users”). An entity Member is responsible for each of its Authorized User’s compliance with these Network Terms. In these Network Terms, references to “you” or “User(s)” refer collectively to Visitors, Members, and a Company Member’s Authorized Users. You acknowledge and agree that these Network Terms apply to you regardless of your status as a Visitor, Member, or the Authorized User of a Company Member, and you agree to comply with and abide by these Network Terms.
4. Eligibility. If you are under the age of 18, you are considered a minor. As a minor, you may not use the Services either as a Visitor or as an Authorized User of a Member unless you do so under the immediate supervision of a parent, guardian, or other responsible adult. The Services are available to individuals who are at least 18 years old unless we specify otherwise (including in the last section of these Network Terms), provided that you have to be at least 18 years old to use any Services that require payment by you (as applicable, the “Eligibility Age”). Kindly be certain you qualify before accessing or using the Member Network in any way. No one under the Eligibility Age may access or use the Services provide any personally identifiable information through the Member Network (e.g., name, mailing address, telephone number or email address), which is hereinafter referred to as “PII,” You agree to provide us with accurate and complete information about yourself when you register for an Account and as you use the Services. By using or accessing the Services in any way, you represent and warrant that you meet the requirements in these Network Terms or as otherwise specified by us from time to time, including the Eligibility Age.
5. Passwords. Don’t reveal your Account password or other access credentials to anyone else, even if such other individual is an Authorized User who uses your Company Account (defined below). You are responsible for maintaining the confidentiality of your password and security of your Account. If you believe someone may have used your password without your authorization, please change your password and contact us at info@BonnevilleLabs.com. You are responsible for all actions in connection with your Account, regardless of whether you authorized such actions.
6. Managing Company Accounts. Only one individual employed by a Company Member will be entitled to control the entity’s account on the Member Network (“Company Account”) and designate which other individual users as Authorized Users of the Company Account. Such controlling and designating individual shall be referred to herein as “Company Representative.” If the Company has a membership with us, the Company Representative will typically be the individual identified as the “Primary Member” in the applicable Bonneville Labs Membership agreement. If you create an Account for and on behalf of a Company or otherwise use a Company Account, you hereby warrant and represent to us that (a) you have the proper authority to create, terminate and maintain the Company Account and to add and remove Authorized Users to and from the Company Account; and (b) all information you provide in connection with the creation of such Accounts is accurate, complete and up-to-date. You agree to indemnify us for any loss we may suffer as a result of any breach of these warranties and representations.
7. Content. All content in the Services, including, but not limited to, all layout, information, text, data, files, images, scripts, designs, graphics, button icons, instructions, illustrations, photographs, audio clips, music, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Website and/or the App(s), and the compilation, assembly, and arrangement of the materials of the Services and any and all copyrightable material (including source and object code), trademarks, logos, trade names, service marks, company names, and trade identities of various parties, including those owned by Bonneville Labs (including BONNEVILLE LABS and the Bonneville Labs Logo) and those owned by third parties and licensed to Bonneville Labs for use on the Website or as part of the Services, and other forms of intellectual property included in the Services are defined collectively as “Content,” which term includes all of the foregoing. The Content is contributed by various parts of the Bonneville Labs community, which may include Bonneville Labs, our business partners (“Partners”), various third parties, and individuals employed by or otherwise affiliated with companies receiving Bonneville Labs services (“Bonneville Labs Member Companies”).
8. Ownership of Content. The Services and the Content (including any past, present, and future versions) are either owned by Bonneville Labs or controlled by Bonneville Labs through licenses granted to Bonneville Labs by the Bonneville Labs Member Companies. All right, title, and interest in and to the Content available via the Services is the property of Bonneville Labs or of the Bonneville Labs Member Companies, and is protected by U.S. federal copyright, trademark, patent, and trade secrets laws and by other federal and state intellectual property and unfair competition laws. In addition to Bonneville Labs’ copyright ownership of the Content, Bonneville Labs owns a copyright in the selection, compilation, assembly, arrangement, and enhancement of the Content. “Intellectual Property Rights,” as used in this Agreement, means any and all rights belonging to Bonneville Labs and existing under patent law, copyright law, trade secret law, trademark law, unfair competition law, publicity rights law, privacy rights law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide, in any intellectual property, which includes, but is not limited to, patentable inventions, ideas, and processes, trade secrets, trademarks, trade names, copyrightable works, and any confidential information. As between you and Bonneville Labs, Bonneville Labs retains all its respective titles, interests, and ownership in the Website, Member Network, App(s), Content and Services, and you understand and acknowledge that neither you nor any other User acquires any ownership in any intellectual property contained in any aspect of the Services or in any Intellectual Property Rights regarding any of the foregoing.
9. Limited License to Use Bonneville Labs’ Content. Services. Subject to your strict compliance with these Network Terms, Bonneville Labs grants you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license (the “Limited License”) to access and use the Content as part of the Services and in accordance with any and all instructions we provide for such use. The foregoing Limited License does not give you any ownership of, or any other intellectual property interest in, the Services or any Content, and Bonneville Labs reserves the right to suspend or terminate, at any time and for any reason, your Limited License without any advance notice to you, and without any liability. No right or license other than the Limited License may be construed, under any legal theory, by implication, estoppel, industry custom, or otherwise. All rights not expressly granted to you are reserved by Bonneville Labs. Any unauthorized use of the Services or any Content for any purpose is strictly prohibited.
10. Restrictions on use of Bonneville Labs Content. The Limited License grant in the preceding Section does not allow any User to download contact or other information about Bonneville Labs Members or Member Companies made available through the Services, which is strictly prohibited unless authorized by the relevant Member or individual. Use, download, display, reproduction, modification, distribution or storage of any Content for purposes other than interaction with other Bonneville Labs Members on the Member Network , in accordance with these Network Terms and our community guidelines available at https://members.Bonneville Labs.com/guidelines (“Community Guidelines”), is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any Bonneville Labs or third party right or our Community Guidelines. Further, in using the Services generally, you must always respect the rights of others. Your unauthorized use of Content or the Services may violate rights owned by Bonneville Labs or by one of the Bonneville Labs Member Companies, and/or your unauthorized use of Content may violate intellectual property laws and other laws. If you make unauthorized use of Content owned by Bonneville Labs or by one of the Bonneville Labs Member Companies, your use may result not only in the termination or suspension of your Account or your ability to use the Services, but also in personal liability for you, as well as potential criminal liability.
11. Availability of Content. We do not guarantee that any Content will be made available on the Member Network or otherwise as part of the Services. You acknowledge and agree that Bonneville Labs has no obligation to provide you with Content or, if Content is provided, to maintain such Content indefinitely. We reserve the right, but do not have any obligation to, (1) monitor, remove, edit or modify any Content, in our sole discretion, at any time, without notice to you and for any reason, including our convenience; (2) remove or block any Content, from the Services or (3) re-post to the Member Network or otherwise to include in the Services any Content.
12. Third-Party Websites and Service Providers. The Content may provide links to other websites operated by third parties who are not related to, affiliated with, or endorsed by Bonneville Labs. Because Bonneville Labs has no control over such third-party websites, you understand and acknowledge that Bonneville Labs is not responsible for the availability of such websites and bears no responsibility or liability whatsoever for any content, advertising, services, products, or other materials on or available from such websites. Accordingly, you acknowledge and agree that Bonneville Labs shall have no responsibility or liability, directly or indirectly, for any damage or loss suffered by you and caused directly or indirectly by such third-party websites. Further, you understand, acknowledge, and agree that these Network Terms do not apply to third-party websites and that your use of such websites is subject to the terms and conditions and policies of the owner or owners of such third-party websites. Any third-party services that you may access through the Services are provided solely by the applicable third party (“Third-Party Service Providers”) and pursuant to separate arrangements between you and the applicable Third Party Service Providers. The Third-Party Service Providers’ terms and conditions will control with respect to such services.
13. Your Ownership of User-Generated Content. Bonneville Labs may provide Users with the opportunity to post, upload, display, publish, distribute, transmit, broadcast, or otherwise make available on or submit through the Services (collectively, “submit”) messages, text, illustrations, files, images, graphics, photos, comments, sounds, music, videos, articles, information, content, ratings, reviews, data, questions, suggestions, PII, or other information or materials and the ideas contained therein (collectively, “User-Generated Content”). Subject to the rights and license you grant to Bonneville Labs in these Network Terms (see below), you retain whatever legally cognizable right, title, and interest that you have in your User-Generated Content. You understand and acknowledge that Bonneville Labs has no obligation to monitor or enforce your intellectual property rights to your User-Generated Content.
15. The License You Grant to Us Regarding Your User-Generated Content. You hereby grant to Bonneville Labs a non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, non-terminable, fully paid-up and royalty-free right and license to use, copy, record, distribute, reproduce, disclose, sell, re-sell, sublicense, display, publicly perform, transmit, publish, broadcast, translate, make derivative works of, and otherwise exploit in any manner whatsoever, all or any portion of your User-Generated Content for any purpose whatsoever, in all formats, on or through any media, software, formula, or medium now known or yet to be developed in the future, and with any technology or devices now known or yet to be developed in the future. Without limitation, the rights you are granting to Bonneville Labs extend to any personal stories or testimonials that you share as User-Generated Content, including the rights to: (1) configure, host, index, cache, archive, store, digitize, compress, optimize, modify, reformat, edit, adapt, publish in searchable format, and combine your User-Generated Content with other materials; remove such User-Generated Content and combine same with other materials; (2) feature, emphasize, or make conspicuous any User-Generated Content in Bonneville Labs’ sole discretion; (3) use any ideas, concepts, know-how, or techniques contained in your User-Generated Content for any purposes whatsoever, including developing, manufacturing, and marketing products and/or services; and (4) manage and/or remove your User-Generated Content from the Services; (5) refrain from making any use of your User-Generated Content. In order to further effect the rights and license that you grant to Bonneville Labs to your User-Generated Content, you hereby waive any moral rights (including right of attribution and right of preservation of the integrity of your User-Generated Content) that you may have in any User-Generated Content, even if it is altered or changed by Bonneville Labs in a manner not agreeable to you. You understand that you will not receive any fees, sums, consideration, or remuneration for any of the rights granted in this Section because, you understand and acknowledge, you are granting this license to your User-Generated Content as a pre-condition to your use of the Services. Further, you understand and acknowledge that the license you are granting to Bonneville Labs is perpetual and will continue in full force and effect even if you remove your User-Generated Content from the Website.
16. You may remove your User-Generated Content. You can remove your User-Generated Content from the Member Network at any time. Removing User-Generated Content will make your User-Generated Content no longer visible to other users of the Member Network, but (a) we may still retain your User-Generated Content, in accordance with our data retention policy and (b) third parties still may be able to access your User-Generated Content to the extent such User-Generated Content has been downloaded, viewed and retained by the third parties on their respective devices. Even if you remove your User-Generated Content or terminate your Account, you agree that our license to your User-Generated Content will continue as specified in these Network Terms. If you remove User-Generated Content for which you are the initial poster, any comments to such User-Generated Content, including comments from other Users, to the extent applicable, will also be removed. Please note that removing your User-Generated Content does not remove your Account profile, which may remain on the Member Network even after your Account is terminated or expires.
17. Our Exclusive Right to Manage All User-Generated Content. Bonneville Labs may, but has no obligation to, review, monitor, display, post, store, maintain, accept, or otherwise make use of, any of your User-Generated Content, and Bonneville Labs may, in its sole discretion, delete, move, re-format, remove or refuse to post or otherwise make use of your User-Generated Content without notice to you and without any liability to you or to any third party. Bonneville Labs reserves the right to treat User-Generated Content on the Website as content stored at the direction of Users for which Bonneville Labs will not exercise any control except to block or remove content that comes to our attention and is offensive, obscene, lewd, lascivious, salacious, violent, harassing, threatening, abusive, infringing, illegal or otherwise objectionable either under a community standard or in our sole discretion and judgment; or, to enforce the rights of third parties or the content restrictions set forth in other provisions of this Agreement, when notice of a violation comes to our attention. You understand and acknowledge that Bonneville Labs has no obligation to post, display, maintain, store, access, cache, or archive your User-Generated Content for any period of time.
18. Our Enforcement Rights in User-Generated Content. You grant Bonneville Labs the right to protect and enforce its licensed rights to your User-Generated Content, including the right to bring and control enforcement actions in your name and on your behalf at Bonneville Labs’ cost and expense, and to initiate such enforcement action without consulting you ahead of time. You hereby consent and irrevocably appoint Bonneville Labs as your attorney-in-fact, with the power of substitution and delegation, which appointment is coupled with an interest, for the enforcement of Bonneville Labs’ licensed rights to your User-Generated Content.
19. Your Representations and Warranties for Your User-Generated Content. Each time you submit any User-Generated Content, you represent and warrant the following: (1) that you are over the age of eighteen or, if you are a minor, that you are supervised by and have obtained the consent of your parent or guardian; (2) you are the sole author and owner of the intellectual property and other rights to the User-Generated Content, or you have a lawful right to submit the User-Generated Content and grant Bonneville Labs the rights to it that you are granting by these Network Terms; (3) the User-Generated Content is accurate; (4) the User-Generated Content is not offensive, obscene, lewd, lascivious, salacious, violent, harassing, threatening, abusive, illegal, injurious, harmful to any other person, or otherwise objectionable; (5) the User-Generated Content does not and will not infringe any intellectual property or other right of any third party; and (6) the User-Generated Content will not violate these Network Terms.
20. Your Respect for the Intellectual Property Rights of Others. In your creation and use of User-Generated Content, you agree that you will not directly or indirectly take, copy or use any information or intellectual property belonging to other Members or Company Members or any of their guests, including without limitation personal names, likenesses, voices, business names, trademarks, service marks, logos, trade dress or other identifiers or intellectual property, or modified or altered versions of the same.
21. User Conduct. Please do not create or submit User-Generated Content that (a) is inappropriate, vulgar, pornographic, criminal or the like; (b) belongs to someone else; or (c) would disrupt the professional work environment, as determined by Bonneville Labs in our sole discretion and judgment. To be more specific, you promise that you will not contribute any User-Generated Content or take any action, in your use of the Services and the Content, that:
YOU UNDERSTAND, ACKNOWLEDGE, AND AGREE THAT ANY VIOLATION OF THE FOREGOING PROVISIONS MAY, IN BONNEVILLE LABS’ SOLE DISCRETION AND JUDGMENT, SUBJECT YOU TO THE IMMEDIATE SUSPENSION OR TERMINATION OF YOUR ACCOUNT, AND MAY SUBJECT YOU TO CRIMINAL LIABILITY AND/OR LIABILITY FOR DAMAGES, COSTS, EXPENSES, OR FEES (INCLUDING ATTORNEY’S FEES) INCURRED BY BONNEVILLE LABS IN ENFORCING ITS RIGHTS AGAINST YOU UNDER THIS AGREEMENT.
22. Our Right to Use Non-Personally Identifiable Data. You understand, agree, and acknowledge that Bonneville Labs may aggregate non-personally identifiable information and demographic data regarding Users, including you, and their behavior in using the Services and their activities in regard to the Services (“Non-PII Data”). Bonneville Labs may use and retain this Non-PII Data for any purpose, including but not limited to improving or modifying the Services, without any compensation or royalty owed to you or to any other User.
23. User-Generated Content and Other Jurisdictions. You understand that you are legally responsible for all of your User-Generated Content under all applicable U.S. and international laws and represent and warrant that your User-Generated Content and use of the Services will not violate any law or the rights of any person or entity. In some limited circumstances, authorities may seek to apply the laws, rules or regulations of other countries to you, including local laws where you live or view or contribute Content, and we cannot offer any protection, guarantee, immunity or indemnification in such situations. These Network Terms are void where prohibited by law, and the right to access the Member Network is revoked in any such jurisdictions.
24. Informational Purposes Only. All User-Generated Content is provided by us for general informational purposes only. We do not endorse any opinions expressed via the Member Network, and we do not represent or guarantee the truthfulness, accuracy, or reliability of any User-Generated Content. You may encounter material that you find erroneous, misleading, mislabeled, offensive or otherwise objectionable. Please use common sense and proper judgment when using the Member Network and any User-Generated Content or information found on or through the Member Network.
25. Advertisements. In using the Services, you may encounter advertisements from Third-Party Service Providers and our Partners, which may be targeted to you based on certain information you provide to us or that we collect based on your use of the Services. The types and extent of advertising are subject to change. In consideration for our granting you access to and use of the Member Network, you agree that we and our Partners may provide you with such advertising from time to time.
26. Endorsements and Testimonials. From time to time, we may also publish testimonials by users and Members related to their experiences with the Services. These testimonials are the subjective opinions of the individuals providing such testimonials, represent individual results and are not verified by Bonneville Labs. We do not claim that they are typical results that others will generally achieve. Names, locations, dates and other information may have been changed to protect the privacy of the individuals or entities involved. Any testimonials or endorsements of any type, format or nature posted by Users may be unverified, and we make no warranty or representation as to their accuracy.
27. App(s) License. If you download any App(s), then, subject to your compliance with these Network Terms, we grant you a limited, nonexclusive, nontransferable, revocable license to install and use each App on a compatible mobile device that you own or control for your use, in each case in the manner enabled by us, for so long as you remain in good standing as a Member.
28. Other App(s) Terms. You acknowledge and agree that you are solely responsible for data usage fees and any other fees that your wireless service carrier may charge in connection with your use of the App(s). As between you and us, we own all worldwide right, title and interest, including all Intellectual Property Rights and other proprietary rights, in and to (a) the App(s); (b) all related software and technology used by us to provide App features and functionality and (c) all usage and other data generated or collected in connection with the use thereof. Except as expressly set forth herein, you agree not to license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from or otherwise make any unauthorized use of any of the foregoing. In addition, you agree not to reverse engineer, decompile, disassemble or otherwise attempt to discover the source code or underlying ideas, algorithms or trade secrets of the App(s) or any other software or technology of ours, except to the extent expressly required by applicable statutory law.
29. Apple Device and Application Terms. In the event you are accessing the Services via the App(s) on a device provided by Apple Inc. (“Apple”) or an application obtained through the Apple App Store, the following shall apply:
30. Termination of Member Network Accounts. A Member Network Account is required to access and use most of the Services, so you may not be able to terminate your Member Network Account while you intend to continue receiving such services, such as, reserving conference rooms, registering guests, etc. In the event that you do want to terminate your Member Network Account, you acknowledge and agree that you are giving up your ability to access and use any Services requiring a Member Network Account. You can terminate your Member Network Account by contacting a Bonneville Labs Account Manager, or, if the option is available to you, deactivating your Member Network Account through the Member Network.
31. Termination of a Company Account. A Company Representative may terminate a Company Account at any time by contacting us. Termination or cancellation of a Company Account by a Company Representative will be effective immediately upon our receipt of notice of such termination or cancellation. Also, we may terminate a Company Account at any time in our discretion. Further, we may suspend or terminate any Authorized User of a Company Account even if the Company’s Company Account remains active, and even if the Authorized User continues to be employed or engaged by such Company.
32. Termination by Us. If you fail, or if we suspect that you have failed, to comply with any of the provisions of these Network Terms or any other Bonneville Labs policies, rules or guidelines, or at any other time when we in our discretion see ﬁt to do so, we may, at our sole discretion, suspend or restrict your access to your Account and the Services and/or terminate your Account or your membership with immediate effect and without prior notice, or any liability, to you.
33. Effect of termination. Please note that unless we decide to remove your previously contributed User-Generated Content, your User-Generated Content and the information from the profile associated with your Account, including the profile itself, may remain publicly available and attributable to you, even after the termination of your Account.
34. DMCA Notice for Copyright Infringement. Bonneville Labs will respond appropriately to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act (“DMCA”), as set forth below. If you own a copyright in a work (or represent such a copyright owner) and believe that the copyright in that work has been infringed by an improper posting of it as part of User-Generated Content on the Website, Member Network, or within the Services, then you may send us a written notice, which notice must include all of the following: (1) a subject line that says: “DMCA Copyright Infringement Notice”; and (2) a description of the copyrighted work that you claim has been infringed or, if multiple copyrighted works are covered by a single notification, a representative list of such works; and (3) a description of the location of the infringing material; and (4) your full name, address, telephone number, and e-mail address; and (5) a statement by you that you have a good faith belief that use of the allegedly infringing material in the manner complained of is not authorized by the copyright owner; and (6) a statement by you, made under penalty of perjury, that all the information in your notice is accurate, and that you are the copyright owner (or, if you are not the copyright owner, then your statement must indicate that you are authorized to act on the behalf of the owner); and (7) your physical signature or, if sent within an email (rather than in a physical document or a digital document attached to an email), the characters “//s//” followed by your full typed name, which will serve as your electronic signature. Bonneville Labs may elect to not respond to DMCA Notices that do not substantially comply with all of the foregoing requirements, and Bonneville Labs may elect to remove allegedly infringing material that comes to its attention via notices that do not substantially comply with the DMCA. Bonneville Labs will only respond to DMCA Notices that it receives by mail at: “DMCA User Notices, Bonneville Labs, 626 Bancroft Way, Suite A, Berkeley CA 94710” or e-mail at: UserNotices@BonnevilleLabs.com. We may send the information that you provide in your DMCA Notice to the person who provided the allegedly infringing work. That person may elect to send us a DMCA Counter-Notification. Without limiting Bonneville Labs’ other rights, Bonneville Labs may, in appropriate circumstances, terminate a repeat infringer’s access to the Website and any other website owned or operated by Bonneville Labs.
35. DMCA Counter-Notification regarding Copyright Infringement. If access on the Services to a work that you submitted to Bonneville Labs is disabled or the work is removed as a result of a DMCA Notice, and if you believe that the disabled access or removal is the result of mistake or misidentification, then you may send us a DMCA Counter-Notification to the addresses above. Your DMCA Counter-Notification should contain the following information: (1) a subject line that says: “DMCA Counter-Notification”; and (2) a description of the material that has been removed or to which access has been disabled and the location at which the material appeared within the Services before it was removed or disabled; and (3) a statement made under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification; and (4) your full name, address, telephone number, e-mail address, and the username of your account; and (5) a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or, if the address is located outside the U.S.A., to the jurisdiction of the United States District Court for the Northern District of California), and that you will accept service of process from the person who provided DMCA notification to us or an agent of such person; and (6) your physical signature or, if sent within an email (rather than in a physical document or a digital document attached to an email), the characters “//s//” followed by your full typed name, which will serve as your electronic signature. Please note that the DMCA provides that any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability. If we receive a DMCA Counter-Notification, then we may replace the material that we removed (or stop disabling access to it) in not less than 10 and not more than 14 business days following receipt of the DMCA Counter-Notification. However, we will not do this if we first receive notice at the mail or email address in Section 34 above that the party who sent us the DMCA Copyright Infringement Notice has filed a lawsuit asking a court for an order restraining the person who provided the material from engaging in infringing activity relating to the material on the Website. You should also be aware that we may forward the DMCA Counter-Notification to the party who sent us the DMCA Copyright Infringement Notice.
36. Reporting Infringement of Other Intellectual Property. If you own intellectual property other than a copyright and believe that your intellectual property has been infringed by an improper posting or distribution of it on the Services, then you may send Bonneville Labs a written notice to one of the addresses set forth in Section 34 above that includes all of the following: (1) a subject line that says: “Intellectual Property Infringement Notice”; and (2) a description of the intellectual property that you claim has been infringed, or a list of the intellectual property if multiple works have been infringed; and (3) a description of the location of the infringing material on the Website; and (4) your full name, address, telephone number, and e-mail address; and (5) a statement by you that you have a good faith belief that use of the allegedly infringing material in the manner complained of is not authorized by the owner; and (6) an affirmative representation by you that all the information in your notice is accurate, and that you are the owner (or, if you are not the owner, then your statement must indicate that you are authorized to act on the behalf of the owner); and (7) your physical signature or, if sent within an email (rather than in a physical document or a digital document attached to an email), the characters “//s//” followed by your full typed name, which will serve as your electronic signature. Bonneville Labs will act on such notices in its sole discretion. Any User of the Website that fails to respond satisfactorily to Bonneville Labs with regard to any such notice is subject to suspension or termination. We may send the information that you provide in your notice to the person who provided the allegedly infringing material.
37. Your Assumption of the Risk in Using the Services. YOU UNDERSTAND, ACKNOWLEDGE, AND AGREE THAT YOU ARE RESPONSIBLE FOR ALL OF YOUR INTERACTION WITH OTHER USERS OF THE SERVICES AND, IN PARTICULAR, FOR ALL OF YOUR INTERACTION WITH OTHER MEMBERS ON THE MEMBER NETWORK; AND THAT YOU ASSUME ALL RISK IN REGARD TO YOUR ACTIVITIES RELATED TO THE SERVICES.
39. Services and Content Disclaimer. BONNEVILLE LABS UNDERTAKES NO RESPONSIBILITY FOR, AND DISCLAIMS ALL LIABILITY ARISING FROM, ANY INABILITY OF YOU OR OTHER USERS TO ACCESS THE SERVICES AND/OR THE CONTENT. BONNEVILLE LABS PROVIDES ACCESS TO THE SERVICES AND THE CONTENT ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND MAKES NO REPRESENTATION, WARRANTY, PROMISE, OR GUARANTY THAT THE SERVICES AND/OR THE CONTENT WILL BE AVAILABLE OR FULLY OPERATIVE AT ANY TIME OR ON AN UNINTERRUPTED OR ERROR-FREE BASIS. THE SERVICES AND/OR THE CONTENT MAY CONTAIN ERRORS, GLITCHES, BUGS, OR OTHER DEFECTS. CONTENT IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY, MAY CONTAIN ERRORS OR INACCURACIES, SHOULD NOT BE INTERPRETED AS PERSONAL, FINANCIAL, OR MEDICAL ADVICE, AND BONNEVILLE LABS IS NOT RESPONSIBLE FOR ANY ACTIONS YOU TAKE OR FAIL TO TAKE BASED ON THE CONTENT. YOU UNDERSTAND AND ACKNOWLEDGE THAT YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDIES IN THE EVENT OF YOUR DISSATISFACTION WITH THE SERVICES AND/OR THE CONTENT ARE FOR YOU TO NOTIFY BONNEVILLE LABS ABOUT YOUR DISSATISFACTION, IN WHICH CASE BONNEVILLE LABS WILL REVIEW THE COMPLAINT WITH BONNEVILLE LABS’ TECHNICAL AND SUBJECT-MATTER EXPERTS, AND/OR TO STOP USING THE SERVICES AND/OR THE CONTENT.
40. User-Generated Content Disclaimer. BONNEVILLE LABS UNDERTAKES NO RESPONSIBILITY FOR, AND DISCLAIMS ALL LIABILITY ARISING FROM, ANY USER-GENERATED CONTENT. BONNEVILLE LABS PROVIDES ACCESS TO THE USER-GENERATED CONTENT ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND MAKES NO REPRESENTATION, WARRANTY, PROMISE, OR GUARANTY THAT THE USER-GENERATED CONTENT WILL BE AVAILABLE OR FULLY OPERATIVE AT ANY TIME OR ON AN UNINTERRUPTED OR ERROR-FREE BASIS. THE USER-GENERATED CONTENT MAY CONTAIN ERRORS, INACCURACIES, GLITCHES, BUGS, OR OTHER DEFECTS. USER-GENERATED CONTENT IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY, SHOULD NOT BE INTERPRETED AS PERSONAL, FINANCIAL, OR MEDICAL ADVICE, AND BONNEVILLE LABS IS NOT RESPONSIBLE FOR ANY ACTIONS YOU TAKE OR FAIL TO TAKE BASED ON USER-GENERATED CONTENT. THE VIEWS EXPRESSED IN USER-GENERATED CONTENT ARE NOT PRE-REVIEWED OR PRE-APPROVED BY BONNEVILLE LABS AND THEREFORE DO NOT REPRESENT ANY EXPRESS OR EXPLICIT VIEW OF BONNEVILLE LABS ON ANY TOPIC WHATSOEVER. YOU UNDERSTAND AND ACKNOWLEDGE THAT YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDIES IN THE EVENT OF YOUR DISSATISFACTION WITH USER-GENERATED CONTENT ARE FOR YOU TO NOTIFY BONNEVILLE LABS ABOUT YOUR DISSATISFACTION, IN WHICH CASE BONNEVILLE LABS WILL REVIEW THE COMPLAINT WITH BONNEVILLE LABS’ TECHNICAL AND SUBJECT-MATTER EXPERTS, AND/OR TO STOP USING THE USER-GENERATED CONTENT.
41. Limitation of Liability for Bonneville Labs. IN NO EVENT WILL BONNEVILLE LABS’ LIABILITY UNDER THESE NETWORK TERMS OR IN CONNECTION WITH THE SERVICES, THE CONTENT, THE WEBSITE, OR THE APP(S) OR ANY OTHER ITEMS OR SERVICES PROVIDED HEREUNDER, REGARDLESS OF THE CLAIM OR FORM OF ACTION, INCLUDE ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR CLAIMS FOR LOSS OF BUSINESS OR PROFITS, UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHER LEGAL THEORY, REGARDLESS OF THE CAUSE OF ACTION AND EVEN IF BONNEVILLE LABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL LOSS OR DAMAGE. YOU UNDERSTAND AND ACKNOWLEDGE THAT BONNEVILLE LABS’ MAXIMUM AGGREGATE LIABILITY TO YOU UNDER OR RELATING TO THIS AGREEMENT UNDER THEORIES OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, REGARDLESS OF THE CAUSE OF ACTION, WILL NOT EXCEED AN AMOUNT, IN AGGREGATE, EQUAL TO THE FEES PAID BY YOU TO BONNEVILLE LABS IN THE TWELVE MONTHS PRIOR TO WHEN THE DAMAGES FIRST AROSE. YOU UNDERSTAND AND AGREE THAT YOU ARE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR RELATIONS WITH OTHER USERS, AND THAT BONNEVILLE LABS SHALL NOT BE LIABLE TO YOU OR ANY OTHER USERS, UNDER ANY CIRCUMSTANCES, FOR ANY DISPUTE THAT ARISES BETWEEN YOU AND ANOTHER USER OF THE SERVICES OR THE CONTENT.
42. Waiver and Release of Claims. To the extent permitted by law, you, on your own behalf and on behalf of your employees, agents, guests and invitees, (1) waive any and all claims, liabilities, costs, damages, expenses and rights, including reasonable attorneys’ fees (“Claims”) against the Bonneville Labs Parties resulting from injury or damage to, or destruction, theft, or loss of, any property, person or pet and (2) release the Bonneville Labs Parties from any such Claims. You shall and hereby do waive California Civil Code Section 1542 or any other similar law of any jurisdiction, which says in substance: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”
43. We Are Not Liable for Actions of Users. We do not control and are not responsible for the actions of Users whom you encounter through the Services. You should be aware that other Users may not be whom they claim to be. We do not perform background checks on our Users, nor do we guarantee that our Users’ profiles or Account information are accurate. We do not endorse, support or verify the facts, opinions or recommendations of our Users. If a dispute arises between Users, we shall have no responsibility or obligation to participate, mediate or indemnify any User.
44. We Do Not Have Liability for Third Party Products or Services. The Services may provide you with access to products, services or advertisements provided by Partners. We are not responsible for the content of these advertisements or any links, products, services or other materials relating to any products, services, advertisements or other materials provided by Partners. In no event will we be liable, directly or indirectly, to anyone for any damage or loss relating to any use of or reliance on any advertisement on or within the Services or any products, services or other materials relating to any Partner’s advertisement. You agree that our making available access to or discounts for any Partner’s services does not constitute provision of such services by us, and you will look solely to the applicable Partner for provision of the applicable Partner’s services and for compensation for any claims, damages, liabilities or losses you may incur in connection with such Partner’s services.
45. Exclusions. Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the exclusions and limitations above may not apply to you. In such event, such exclusions and limitations shall apply to the maximum extent allowed under applicable law.
46. Your Indemnification Responsibilities. You shall indemnify and hold harmless Bonneville Labs, its affiliate companies, its officers, directors, employees, agents, and representatives (“Bonneville Labs Parties”) from, and, at your expense, shall defend the Bonneville Labs Parties against, any loss, damage or expense (including reasonable legal costs) that Bonneville Labs Parties incur or become liable for as a result of any breach by you of any of these Network Terms; any negligent, reckless or willful act or omission by you or your agents or others for whom you are responsible; any failure by you to comply with applicable laws in performing under these Network Terms; any misuse by you of the Services and/or the Content; or, any claim made against Bonneville Labs Parties by any third party for which the Bonneville Labs Parties are not liable under these Network Terms, and which arises as a consequence of your use of the Services. You shall reimburse the Bonneville Labs Parties for their expenses under this Section as they are incurred. Bonneville Labs shall have the right, at its own expense, to participate in the defense of any claim, action or proceeding against which it is indemnified hereunder. You, in the defense of any such claim, action, or proceeding arising under this Section shall not, except with the written consent of Bonneville Labs, enter into any settlement which adversely affects the rights of the Bonneville Labs Parties or which does not include, as an unconditional term, a release granted to the Bonneville Labs Parties of all liabilities in respect of such claim, action or proceeding.
47. You agree to cooperate with us. From time to time, we may investigate any actual, alleged or potential violations of these Network Terms. You agree to cooperate fully in any of these inquiries. You waive any and all rights against the Bonneville Labs Parties, and agree to hold them harmless in connection with any claims relating to any action taken by us as part of our investigation.
48. What governing law applies to these Terms? These Network Terms and any matters directly and exclusively related to the Member Network shall be governed by and construed under the applicable laws described below. Any matters otherwise related to your membership shall be governed by the governing law set forth in the membership agreement or terms of service entered into by you or the company with which you are affiliated.
49. Where will disputes be settled? Except that either party may seek equitable or similar relief from any court of competent jurisdiction, any dispute, controversy or claim arising out of or in relation to these Terms, or at law, or the breach, termination or invalidity of these Terms that cannot be settled amicably by agreement of the parties to these Terms shall be finally settled:
50. Proceedings; Judgment. The proceedings shall be confidential and in English. The award rendered shall be final and binding on both parties. Judgment on the award may be entered in any court of competent jurisdiction. In any action, suit or proceeding to enforce rights under these Network Terms, the prevailing party shall be entitled to recover, in addition to any other relief awarded, the prevailing party’s reasonable attorneys’ fees and other fees, costs and expenses of every kind in connection with the action, suit or proceeding, any appeal or petition for review, the collection of any award or the enforcement of any order, as determined by the arbitrator(s) or court, as applicable. These Terms shall be interpreted and construed in the English language, which is the language of the official text of these Terms.
51. Class Action Waiver. Any proceeding to resolve or litigate any dispute in any forum will be conducted solely on an individual basis. Neither you nor we will seek to have any dispute heard as a class action or in any other proceeding in which either party acts or proposes to act in a representative capacity. No proceeding will be combined with another without the prior written consent of all parties to all affected proceedings. You and we also agree not to participate in claims brought in a private attorney general or representative capacity, or any consolidated claims involving another person's account, if we are a party to the proceeding. You are giving up your right to participate as a class representative or class member on any class claim you may have against us including any right to class arbitration or any consolidation of individual arbitrations.
52. Our Right to Injunctive Relief. The provision regarding dispute resolution by arbitration will not apply to any legal action taken by Bonneville Labs to seek an injunction or other equitable relief in connection with any loss, cost, expense, or damage (or any threatened or potential loss, cost, expense, or damage) relating to the Services, the Website, the App(s), the Member Network, any Content, your User-Generated Content and/or Bonneville Labs’ Intellectual Property Rights, Bonneville Labs’ operations, and/or Bonneville Labs’ other products or services.
53. Your Waiver of Injunctive or Equitable Relief. IF YOU CLAIM THAT YOU HAVE INCURRED ANY LOSSES, DAMAGES, OR INJURIES IN CONNECTION WITH YOUR USE OF THE SERVICES, THEN THE LOSSES, DAMAGES, AND INJURIES WILL NOT BE IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR TO OTHER EQUITABLE RELIEF OF ANY KIND. YOU UNDERSTAND, ACKNOWLEDGE, AND AGREE THAT THIS MEANS THAT, IN CONNECTION WITH YOUR CLAIM, YOU WILL NOT SEEK, AND THAT YOU WILL NOT BE PERMITTED TO OBTAIN, ANY COURT ORDER OR OTHER ACTION THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY SERVICES, WEBSITE, MEMBER NETWORK, CONTENT, USER-GENERATED CONTENT, UNSOLICITED IDEAS AND MATERIALS, PRODUCT, SERVICE, OR OTHER INTELLECTUAL PROPERTY OWNED, LICENSED, OR CONTROLLED BY BONNEVILLE LABS (INCLUDING YOUR LICENSED USER-GENERATED CONTENT) OR BY A PARTNER OF BONNEVILLE LABS.
55. Severability and Waiver If any provision of these Terms is held to be invalid, illegal or unenforceable in any respect, that provision shall be limited or eliminated to the minimum extent necessary so that these Network Terms shall otherwise remain in full force and effect and enforceable. Our failure to enforce any part of these Network Terms shall not constitute a waiver of our right to later enforce that or any other part of these Network Terms. In order for any waiver of compliance with these Network Terms to be binding, we must provide you with written notice of such waiver. The failure of either party to enforce its rights under these Network Terms at any time for any period will not be construed as a waiver of such rights, and the exercise of one right or remedy will not be deemed a waiver of any other right or remedy. If any provision of these Network Terms are for any reason deemed invalid, unlawful, void, or unenforceable by a court of competent jurisdiction, then that provision will be deemed severable from these Network Terms, and the invalidity of the provision will not affect the validity or enforceability of the remainder of these Network Terms (which will remain in full force and effect). To the extent permitted by applicable law, you agree to waive, and you hereby waive, any applicable statutory and common law that may permit a contract to be construed against its drafter. Wherever the word “including” is used in this Agreement, the word will be deemed to mean “including, without limitation.”
56. Relationship of the Parties. You and we are independent contractors, and no agency, partnership, or joint venture relationship is intended or created by these Network Terms.
57. Office of Foreign Assets Control. You hereby represent and warrant that (i) you are not, nor will be, at any time while you are a User an entity or individual listed on the Specially Designated Nationals and Blocked Persons List published by the U.S. Department of Treasury, as updated from time to time and (ii) you will not, at any time while you are a User engage in any activity under these Network Terms, including the use of Services provided by Bonneville Labs in connection with these Network Terms, that violates applicable U.S. economic sanctions laws or causes Bonneville Labs to be in violation of such U.S. economic sanctions laws.
58. Anti-Corruption/Anti-Money Laundering. You hereby represent and warrant that you (a) are familiar with and understand the provisions of all applicable anti-corruption and anti-money laundering laws, including the U.S. Foreign Corrupt Practices Act (the “FCPA”), the U.K. Bribery Act of 2010 (“UKBA”), and any other similar laws (collectively, “Anti-Bribery Laws”), to the extent applicable, and (b) are in compliance with the terms of such Anti-Bribery Laws as well as any provisions of related local law and any Bonneville Labs policy and procedures related to Anti-Bribery Laws, to the extent applicable. You agree to not violate or knowingly let anyone, including but not limited to your officers, directors, employees, agents or subsidiaries, violate the Anti-Bribery Laws in connection with any business you conduct or provide related to the Member Network or to any other aspect of the Services. Upon Bonneville Labs’ request, you agree to provide written certifications of your Anti-Bribery Laws compliance and assist Bonneville Labs with an investigation into any potential violation of such laws.
59. Interpretation. The section and paragraph headings in these Network Terms are for convenience only and shall not affect their interpretation. Any use of “including” “for example” or “such as” in these Terms shall be read as being followed by “without limitation” where appropriate.
60. No Third-Party Beneficiaries. You agree that, unless otherwise expressly provided in these Network Terms, there shall be no third party beneficiaries of these Network Terms.
61. Survival. Even after your access to the Services is terminated, or your use of the Services discontinues, certain of these Network Terms will remain in effect. All terms that by their nature may survive termination of these Terms shall be deemed to survive such termination.
62. Publicity. You grant us permission to use your name, trademark and/or logo to identify you as a Member of Bonneville Labs, alongside those of other Members, on a public-facing “Membership” display on our Website. You acknowledge that we may, from time to time, use your name, trademark and/or logo incidentally and/or in passing solely in connection with promotion of our Services and our Partners’ businesses, products and services on our Website during and after the Term, and not as a brand to identify the source of our Services in the marketplace. To the extent (i) any such use is objectionable to you, (ii) you notify us of your objections in writing and (iii) provided that we work promptly and in good faith to remove or minimize to the extent reasonably possible under the circumstances the effect of the objected-to conduct, you hereby waive any claims or damages against us relating to such use.
63. Assignment. Bonneville Labs may assign its rights and obligations under these Network Terms, in whole or in part, to any party at any time without any advance notice to you or other Users. These Network Terms may not be assigned by you in whole or in part, without the prior written consent of Bonneville Labs.
64. Contacts. If you have any questions, complaints, or claims with respect to any aspect of the Services, you may contact us via U.S. Mail at Attn: Bonneville Labs, 626 Bancroft Way Suite A, Berkeley, CA 94710 or via email at Info@BonnevilleLabs.com.