terms and conditions

Please Read: Effective July 1, 2020.

The Sugar Science Terms of Service

 

These terms and conditions (the “Agreement”) set out the terms on which The Sugar Science, Inc., a California not-for-profit corporation, (“The Sugar Science”, “we”, “us” or “our”) provides access to a network of experts in the field of type 1 diabetes research and treatment (the “Service”) available on or through the website https://thesugarscience.org (the “Site”), a mobile application, and related platforms, to academic researchers or industry experts who use the Service (“you” or “User”).  You should read this Agreement carefully.  By indicating acceptance of this Agreement or by otherwise using the Service, you are entering into a legally binding agreement with us (and you hereby represent that you are of legal age, and are otherwise fully able and competent, to enter into a binding agreement).  If you are using the Service on behalf of an organization, you represent that you have the right to bind such organization to this Agreement, and the terms “User” and “you” will include both you, the individual user, and such organization.  If you do not agree to these terms and conditions, you must not use the Service.

 

THIS AGREEMENT CREATES A BINDING LEGAL AGREEMENT BETWEEN YOU AND THE SUGAR SCIENCE, AND INCLUDES AN ARBITRATION CLAUSE UNDER WHICH CERTAIN CLAIMS MAY NOT BE BROUGHT IN COURT OR DECIDED BY A JURY. PLEASE READ THIS AGREEMENT CAREFULLY.

 

  1. Nature of the Service.
    1. General Description. The Service is a proprietary end-to-end software-as-a-service platform, accessible from desktop or mobile devices, through which academic researchers (“Academic Users”) can connect with peers to share ideas and engage for collaboration or thought experiments (“Collaboration Opportunities”) which may involve discussions in private chat areas or online forums, generating or contributing to surveys, scheduling of in-person consultations, thought leadership engagements, or collaboration on publications or other written materials or work product (“Results”). Healthcare industry professionals (“Industry Users”) may also access the Service as sponsors and advertisers. Academic Users and Industry Users of the Service are referred to collectively as “Users”.
    2. Disclaimer. The Service, and any Results generated by Users, are for informational purposes only. THE SERVICE IS NOT DESIGNED TO FACILITATE, AND USERS ARE NOT PERMITTED TO PROVIDE, MEDICAL ADVICE; NOR ARE USERS PERMITTED TO FACILITATE MEDICAL DECISIONS THROUGH THE SERVICE. Under no circumstance shall the posting of a Collaboration Opportunity or acceptance of a Collaboration Opportunity by a User through the Service be considered a ‘referral’ under any applicable health care-related regulations or laws.
  2. Registration. In order to use certain parts of the Service, you may be required to provide us with your first name, last name, name of organization, and email address, and to create a password and register with us.  To the extent you are using the Service on behalf of an organization, you may need to also provide us with information in order to confirm, or permit us to confirm (at the time of registration or after), an ongoing relationship between you and such organization.  We may also request additional information from you.  You represent and warrant to us that you will provide us with, and maintain at all times while you use the Service, accurate, current and complete registration information.  You are responsible for your registration, and for all use of the Service using any user credentials or passwords issued to you or chosen by you.  You will keep all such credentials and passwords confidential.

 

  1. Fees. The Service is available free of charge to Academic Users, and with paid access codes for Industry Users that allow you to access certain features or content.  If you are an Industry User, The Sugar Science will enter into a separate agreement with you regarding the consideration required for access.

 

  1. Our Ownership Rights.

 

  1. Our Property. The Service, including all aspects of the The Sugar Science platform and the Site (including Our Property, as defined below), is the property of, and owned by, The Sugar Science or its licensors. All the software, algorithms, functionality, inventions, concepts, text, images, sound, music, videos, marks, logos, compilations, content and technology used to deliver the Service or otherwise embodied in, displayed through, or provided directly or indirectly (e.g., emails or other communications from us to you) via, the Service are “Our Property.”   For the avoidance of doubt, Our Property excludes the User Content as described in Section 5(b) of this Agreement. Except as otherwise expressly permitted by this Agreement, any use, copying, making derivative works, transmitting, posting, linking, deep linking, framing, redistribution, sale, decompilation, modification, reverse engineering, translation or disassembly of Our Property is prohibited.  You acknowledge that Our Property has been created, compiled, developed and maintained by us at great expense of time and money such that misappropriation or unauthorized disclosure or use of Our Property by others for commercial gain would unfairly and irreparably harm us in a manner for which damages would not be an adequate remedy, and you consent to our obtaining injunctive relief to restrain any breach or threatened breach of this Agreement, without any requirement to post bond.  You may be subject to criminal or civil penalties for violation of this paragraph.

 

  1. The Sugar Science Trademarks. The mark THE SUGAR SCIENCE, the The Sugar Science logo, and any associated logos are registered or unregistered trademarks or service marks of The Sugar Science or its licensors. You may not use them, or any of our other marks or logos, in any manner, including any use that is likely to cause confusion or that disparages or discredits us, without our consent.  The Service may also feature the trademarks, service marks, and logos of third parties, and each owner retains all rights in such marks.  Any use of such marks, or any others displayed on the Service, will inure solely to the benefit of their respective owners.

 

  1. License Grant. Subject to the terms and conditions herein, we grant you the non-exclusive, non-sublicenseable, non-transferable, limited, revocable right to access and use Our Property solely to the extent necessary for you to use the Service for the purpose described in Section 1, as permitted by this Agreement.  We reserve all other rights.  For clarity and without limiting other obligations herein, Users shall not distribute or otherwise commercialize Our Property.

 

  1. User Intellectual Property Rights.
    1. Results. Subject to your registration and full payment of all applicable amounts (if any) and your compliance with this Agreement, you shall exclusively own all right, title, and interest in and to the Results and content developed by you through the Service. To the extent The Sugar Science or any User possesses or acquires any Intellectual Property Rights in the Results, The Sugar Science or such User irrevocably assigns and agrees to assign to you all right, title and interest worldwide in and to the Results developed by you. “Intellectual Property Rights” means all patent rights, copyright rights, trade secret rights, trademark rights, sui generis database rights and all other proprietary rights of any sort throughout the world.
    2. User Content. You may upload to the Service or otherwise provide to other Users works of authorship, files, designs, specifications, information, data and other content related to Collaboration Opportunities (“User Content”). We do not claim any ownership rights in your User Content, and as between you and The Sugar Science, you remain the owner of all Intellectual Property Rights that you have in your User Content. By using the Service, you grant The Sugar Science a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, sub-licensable (through multiple tiers) right and license to use, reproduce, adapt, modify, translate, and create derivative works from your User Content, for the purposes of developing, distributing, providing, improving, marketing, and promoting the Service. Each User unconditionally and irrevocably grants and agrees to grant to each other User a limited, non-exclusive, worldwide, royalty-free license to use and display the User Content made available through the Service which (a) you transmit to such User via the Service, or (b) you post within any area of the Service that is available to Users generally, in each case solely for such User’s use of the Service for the purpose specified herein, in accordance with the terms and conditions herein. You agree that we are not responsible for any use or disclosure of Your Content by other Users or any third party who gains access to it through the Service (which may include unintended activities by third parties, such as by hackers). To the extent allowed by law, this Section 5.a and any license granted to you hereunder includes all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as or referred to as “moral rights,” “creator’s rights,” “droit moral,” or the like.

 

By submitting User Content, you represent and warrant that (i) you own or otherwise control all of the rights to your User Content and have all necessary rights to provide The Sugar Science and all applicable Users with the User Content and the assignments and rights provided for herein (and you have written enforceable agreements with all persons and entities necessary to give you the rights to do the foregoing and otherwise fully comply with this Agreement, (ii) none of the User Content or any development, use, production, distribution or exploitation thereof hereunder will infringe, misappropriate or violate any Intellectual Property Right or other right or applicable law, or cause injury to any person or entity, (iii) to the best of the your knowledge, the User Content is truthful, accurate and not misleading, and (iv) you will comply with all applicable laws in the course of accessing, using and uploading or otherwise providing User Content to the Service or Users engaged through the Service. You agree that you bear all risks associated with your User Content.  The Sugar Science does not permit the infringement of Intellectual Property Rights on or through the Service, and will remove User Content from the Service if properly notified that such User Content infringes on another person’s or entity’s Intellectual Property Rights.

 

We do not control User Content, and we are not responsible for its content, accuracy or reliability, or any actions that Users take or transactions Users enter into as a result of exposure to User Content on the Service.  We are under no obligation to edit or control User Content, although we reserve the right to review, and take certain actions with respect to, User Content in accordance with this Agreement, including the Privacy Policy.  On termination of your account, or this Agreement, we have no obligation to return any User Content to you, so you should retain copies of all of Your Content.

 

We reserve the right to remove User Content from the Service, in whole or in part, without prior notice, for any reason or for no reason at all. Without limiting our right to terminate a user pursuant to Section 14 of this Agreement, we reserve the right to terminate the account of any user of the Service who has been notified of infringing activity and/or has had User Content removed from the Service. We also reserve the right to decide whether User Content is appropriate and complies with this Agreement for violations other than violations of intellectual property law. For example, we may remove User Content which we in our sole discretion believe is untruthful, misleading, inaccurate, inflammatory, harmful, illegal or offensive. We may remove any User Content and/or terminate a User account for uploading material in violation of this Agreement at any time, without prior notice and at our sole discretion.

 

  1. Feedback. We appreciate your feedback and suggestions about the Service (“Feedback”).  You agree that any Feedback submitted to us about the Service is entirely voluntary, that the Feedback will be the sole property of The Sugar Science, and that we will be free to use, reproduce, disclose, publish, distribute, and otherwise exploit in any manner any such Feedback as we see fit and without any obligation to you.
  1. Use of the Service. Subject to the terms and conditions herein, you are permitted to use the Service solely for your internal use for the purpose specified in Section 1. Certain features, pages or content within the Service may contain supplemental terms of use, to which you must agree in order to use the relevant features, pages or content. We reserve the right (but are under no obligation) to investigate any claim that use of the Service does not conform to the terms and conditions of this Agreement, and to terminate your account for breach of this Agreement.

 

  1. Restrictions on Use of Content. Except as expressly prohibited, you are permitted to access and use the Service, subject to your agreement that: (i) the Service is offered, and your use of the Service and Results is permitted, for informational purposes only, and use for any other purpose is expressly prohibited by law, and may result in civil and criminal penalties. You may not copy the design elements, look and feel, or layout of the Service. Those elements of the Service are protected by law, such as trade dress, trademark, unfair competition, and other laws and may not be copied or imitated in whole or in part. No logo, graphic, video, sound or image from the Service may be copied or retransmitted unless expressly permitted by The Sugar Science.

 

  1. General Restrictions. You must not use the Service in a way that infringes any copyright or violates any property rights, rights of privacy or publicity, or any other rights of any third party; or introduce any software viruses, malware, spyware or any other code, file or program into the Service that is designed to interrupt, destroy or limit the functionality of any computer software, hardware or telecommunications equipment. You must not (i) use the Service in any way that would violate any law or the rights of any person; (ii) impersonate any person or entity, or forge or manipulate headers to disguise your identity; (iii) except as otherwise expressly permitted by this Agreement, harvest or otherwise collect information about others from the Service; (iv) take any action that imposes or may impose an unreasonable or disproportionately large load on the Service or its infrastructure, or bypass any measures we may use to prevent or restrict access to any portion of the Service (or other accounts, networks or services connected thereto); (v) use manual or automated software, devices, or other processes to “crawl”, “scrape” or “spider” any of the Service or otherwise to copy, obtain, propagate, distribute or misappropriate any information or other content from the Service, including any of Our Property; (vi) distribute or otherwise make available any information or other content obtained through the Service to any third party, except as expressly permitted herein; (vii) otherwise interfere in any manner with the use or operation of the Service; or (viii) use the Service in the development, directly or indirectly, of any product, software or service that offers any functionality substantially similar to, or competitive with, the Service.

 

  1. Interactions with Other Users.
    1. No Marketing. Unless you are an Industry User who has entered into a separate agreement with The Sugar Science for promotional or sponsorship opportunities, you agree not to engage Users through the Service to market your products or services (or products or services of your organization) to those Users, or in any manner to encourage or influence Users to use, purchase, or prescribe, any particular products or services. You further understand and agree that you cannot select particular Users for Collaboration Opportunities as a means to compensate them for their past or future use of your products. You hereby represent and warrant to The Sugar Science that in the event you choose to engage Users for Collaboration Opportunities, you are engaging them in order to benefit from the insight or scientific expertise of such Users, and not for any purpose prohibited by this Agreement.

 

  1. Conflicts of Interest. You acknowledge that Academic Users may not reveal, and you shall not knowingly seek out from them, any material nonpublic or confidential information concerning any company or entity with which they have or have had a consulting, advisory, employment or other relationship. Academic Users are required to decline to participate in Collaboration Opportunities if the User is an employee of an organization being examined in that Collaboration Opportunity or if the User’s participation in the Collaboration Opportunity presents a conflict of interest. In addition, an Academic User must not participate or continue in a Collaboration Opportunity if doing so would breach any agreement they may have with or other obligation to any institution, employer, person, or other entity. You understand that an Academic User’s capacity to collaborate may be limited by other obligations they may have to entities or institutions with which they are affiliated or employed. To the extent you know about any such limitations or obligations, you agree to respect them in your interactions with Academic Users. You confirm that you shall not knowingly or recklessly use the Service to access Academic Users who are employed by an organization reasonably considered a direct competitor of yours or, if applicable, one of your business or organizational units, affiliates or subsidiaries and will decline any engagement with any such User. You agree that you will not at any time use the Service in violation of law or in violation of your obligations to third parties.

 

  1. Publicity. You agree that you may use and apply in your professional work the opinions and insights you obtain from Collaboration Opportunities (subject to the agreement of all other Users with whom you have collaborated), but you may not identify or quote Academic Users or attribute insights or opinions to other Users or The Sugar Science without the prior written consent of The Sugar Science or the applicable User.

 

  1. Anonymized and Aggregated Information. We own anonymized and aggregated information about the Service compiled by us from our User base, and may use this information to analyze and improve the Service.
  • Warranty Disclaimers and Limitations of Liability.

 

  1. General Disclaimer. THE SERVICE IS PROVIDED “AS IS”, WITH ALL FAULTS. WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING: (i) ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, AND ANY AND ALL WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; (ii) THAT THE SERVICE OR OUR PROPERTY WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE OR OPERATE WITHOUT ERROR; AND (iii) AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION, INCLUDING BUT NOT LIMITED TO THE RESULTS, OBTAINED FROM USE OF THE SERVICE OR OUR PROPERTY. WE DISCLAIM ALL LIABILITY AS TO THE ACTS OR OMISSIONS OF USERS, INCLUDING THE QUALITY OF SERVICES OR RESULTS PROVIDED BY USERS, THE OUTPUT OF ANY COLLABORATION OPPORTUNITIES, AND THE ACCURACY AND COMPLETENESS OF USER CONTENT AND BIOGRAPHICAL INFORMATION PROVIDED BY USERS. THE CONTENT PUBLISHED ON THE SERVICE, AND RESULTS GENERATED BY USERS, COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. THE SUGAR SCIENCE, THE USERS, AND/OR ITS AND THEIR RESPECTIVE LICENSORS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SERVICE, THE RESULTS AND THE CONTENT THEREIN AT ANY TIME WITHOUT NOTICE. THE SUGAR SCIENCE MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE RESULTS OF USERS’ USE OF THE SERVICE. We may pause or interrupt the Service at any time, and you should expect periodic downtime for updates to the Service.  No advice or information obtained by you from us or through the Service will create any other warranty. The Sugar Science hereby disclaims all liability for any act or omission of any Users, of the Service or third parties.

 

  1. Limitation of Liability. UNDER NO CIRCUMSTANCES WILL YOU BE ENTITLED TO RECOVER FROM THE SUGAR SCIENCE OR ANY USER ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF REVENUE, LOSS OF DATA, OR LOSS OF USE), WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE ARISING FROM OR RELATING TO THIS AGREEMENT, THE SERVICE OR OUR PROPERTY, EVEN IF WE HAVE BEEN INFORMED OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, OUR MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT, THE SERVICE OR OUR PROPERTY, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, SHALL BE LIMITED TO THE GREATER OF (A) ONE HUNDRED DOLLARS ($100) OR (B) THE TOTAL FEES PAID BY YOU TO THE SUGAR SCIENCE UNDER THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF WARRANTIES OR OF LIABILITY FOR CERTAIN TYPES OF DAMAGES, SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

 

  1. Cloud Services. Without limitation of the disclaimers and limitations of liability set forth in Section 9, you acknowledge and agree as follows: (a) we provide the Service using cloud computing services of one or more third party cloud providers (collectively, the “Cloud Providers”); and (b) we shall not be responsible or liable to you for any act, omission or failure of any Cloud Provider. Your User Content will be stored on servers in the United States.

 

  1. Indemnity. You will indemnify us, and our Users, licensors, providers and agents, against any and all claims, actions, proceedings, suits, liabilities, losses, damages, costs, expenses and attorneys’ fees (“Liabilities”) arising out of or related to your breach of this Agreement or your use of the Service (but excluding any Liabilities to the extent caused by our gross negligence or willful misconduct).  We reserve the right to assume the sole control of the defense and settlement of any claim, action, suit or proceeding for which you are obliged to indemnify us.  You will cooperate with us with respect to such defense and settlement.

 

  1. Our Privacy Policy. We operate the Service under the Privacy Policy published at https://www.thesugarscience.org/privacy (the “Privacy Policy”), which is hereby incorporated into this Agreement.  Each party shall comply with the Privacy Policy.

 

  1. Digital Millennium Copyright Act. We comply with the provisions of the Digital Millennium Copyright Act applicable to internet service providers (17 U.S.C. §512, as amended).  If you have any complaints or objections to material hosted by the Service, you may contact our Designated Agent at the following address:

 

Monica Westley, PhD

The Sugar Science

Los Angeles, California

657-203-2486

 

Any notice alleging that materials hosted by or distributed through the Service infringe intellectual property rights must include the following information: (a)  an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed; (b) a description of the copyrighted work or other intellectual property that you claim has been infringed; (c) a description of the material that you claim is infringing and where it is located on the Service; (d) your address, telephone number, and email address; (e) a statement by you that you have a good faith belief that the use of the materials on the Service of which you are complaining is not authorized by the copyright owner, its agent, or the law; and (f) a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

Counter Notices

If material that you have posted to the Service has been removed or disabled, you may file a counter notice pursuant to 17 U.S.C. §512 (g). To be effective, the counter notice must be a written communication sent to the designated agent address listed above that includes the following: (i) a physical or electronic signature of the subscriber; (ii) identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; (iii) a statement 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 of the material to be removed or disabled; and (iv) your name, address, and telephone number, and a statement that you consent to the jurisdiction of the federal district court for the judicial district in which the address is located or, if your address is outside of the United States, for any judicial district in which The Sugar Science may be found, and that you will accept service of process from the person who provided notification under subsection 17 U.S.C. §512 (c)(1)(C) or an agent of such person.

  1. Suspension and Termination.

 

  1. Termination of the Service. If you have registered as an Academic User, your access to the Service shall continue in perpetuity until terminated as described in this Article 14. You may terminate this Agreement at any time by ceasing to use the Service. We reserve the right to suspend access to the Service at any time if we believe you are in breach of this Agreement.  We reserve the right to cease to offer the Service at any time, for any reason or no reason.

 

  1. Effects of Termination. If your account is terminated for any reason or no reason, you agree: (a) to immediately stop using the Service, (b) that the license and rights provided by us under this Agreement shall terminate, and (c) that we shall not be liable to you, any User, or any third party, for compensation, reimbursement, or damages in connection with your use of the Service or for termination of access to your account. Sections 1b, 4 through 12, 13b, 15, 16, 17, and 19 through 22, any payment obligations pursuant to this Agreement incurred prior to termination or expiration, and remedies hereunder, and any other provisions that by their nature should reasonably survive, shall survive the termination or expiration of this Agreement.

 

  1. Modification of Service and Agreement. We reserve the right to modify the Service at any time, without notice to you.  We may also from time to time amend this Agreement prospectively.  If we do so, we will notify you by posting on our Site.  You agree that your continued use of the Service constitutes your agreement to the amended Agreement.  If you do not agree to any amended Agreement that we publish, you must terminate your account and cease using the Service.  Except as set forth above, this Agreement may be amended or modified only by The Sugar Science.

 

  1. Applicable Law. You and we each agree that all disputes or other matters arising from or relating to this Agreement, or the use or operation of the Service, will be governed by the substantive laws of the State of California, U.S.A., without regard to its or any other jurisdiction’s conflicts of laws principles that would apply another law.  Any action or proceeding by you relating to any claim arising from or relating to the Service or this Agreement must commence within the shorter of the applicable statute of limitations or one year after the cause of action has accrued.  The United Nations Convention for the International Sale of Goods is hereby disclaimed.

 

  1. Arbitration.  We will attempt to resolve disputes with Users to their satisfaction. If, however, a matter arises that cannot be resolved promptly between you and us, you agree that any disputes arising out of or relating to the Service or this Agreement (including the validity and scope of the agreement to arbitrate and any disputes with other users of the Service) shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association (“AAA”) under the Federal Arbitration Act, and shall be conducted before a single arbitrator pursuant to the applicable Rules and Procedures established by the AAA (for information on the AAA and its rules, see adr.org). You agree that the arbitration shall be held in Los Angeles, California, unless the AAA or the arbitrator shall determine that venue in such city is unreasonably burdensome, in which case the AAA or the arbitrator shall select a venue that is not unreasonably burdensome to both you and us.  You agree that, if the AAA shall be unavailable or decline to administer the arbitration, and the parties do not agree on a substitute, a substitute administrator or arbitrator shall be appointed by the court. The arbitrator may render early or summary disposition of some or all issues, after the parties have had a reasonable opportunity to make submissions on these issues.  At The Sugar Science’s option, this provision shall not apply to claims of patent, trademark, or copyright infringement or misappropriation of trade secrets (collectively, “IP Claims”).  In addition, you or we may elect to bring an individual claim in a small claims court, but we do not hereby agree to any personal jurisdiction that is otherwise lacking.

 

You agree that any arbitration shall not permit claims on a class, mass, representative, or private attorney general basis.  You further agree that no claims of other parties may be consolidated with your or our claims in the arbitration without both your and our consent.  YOU ARE WAIVING YOUR RIGHTS TO HAVE YOUR CASE DECIDED BY A JURY AND TO PARTICIPATE IN A CLASS, MASS, REPRESENTATIVE, PRIVATE ATTORNEY GENERAL, OR CONSOLIDATED ACTION AGAINST US.

If any part of this Arbitration clause is later deemed invalid as a matter of law, then it shall be severed and the remaining portions of this section shall remain in effect, with the exception that if the preceding paragraph is deemed invalid, then this entire section shall be deemed invalid and the arbitration clause shall be void.

 

  1. With respect to any IP Claims (as defined above) that are not subject to arbitration under the above provision, you hereby consent to non-exclusive jurisdiction and venue in any federal or state court located within the State of California, U.S.A., with respect to any suit, claim or cause of action arising from or relating to the Service or this Agreement, and you shall not bring any such suit, claim or cause of action except in a court located within the State of California, U.S.A.

 

  1. Force Majeure. In no event will we be liable for any failure to comply with this Agreement to the extent that such failure arises from factors outside our reasonable control.

 

  1. Compliance with Laws. You will comply with all laws and regulations applicable to your activities under or in connection with this Agreement, including without limitation United States export control laws, regulations and executive orders.

 

  1. Geography. We are based in the United States. We make no claims that the Service or any of its content is accessible or appropriate outside of the United States. Access to the Service may not be legal by certain persons or in certain countries. If you access the Service from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

 

  1. Children. The Service is not directed to users under the age of 13.  The Service does not knowingly collect personal information from children under the age of 13.  If you are under the age of 18, you are not permitted to register as a User or to send personal information to The Sugar Science.

 

  1. Miscellaneous Provisions. No delay or omission by us in exercising any of our rights occurring upon any noncompliance or default by you with respect to any of the terms and conditions of this Agreement will impair any such right or be construed to be a waiver thereof, and a waiver by us of any of the covenants, conditions or agreements to be performed by you will not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein.  No waiver will be binding on us unless made in an express writing signed by us.  If any provision of this Agreement is found by a court of competent jurisdiction to be invalid or unenforceable, then this Agreement will remain in full force and effect and will be reformed to be valid and enforceable while reflecting the intent of the parties to the greatest extent permitted by law.  Except as otherwise expressly provided herein, this Agreement sets forth the entire agreement between us and you regarding its subject matter, and supersedes all prior promises, agreements or representations, whether written or oral, regarding such subject matter.  Your registration, this Agreement and your rights and obligations hereunder are not assignable, or otherwise transferable or delegable, by you to any third party without our prior written consent in our sole discretion.  Any purported assignment, transfer or delegation without such consent will be null and void.  We may assign or otherwise transfer or delegate this Agreement (including any rights or obligations hereunder), including to any purchaser of our business, stock or assets, in our sole discretion.  This Agreement will be binding upon and inure to the benefit of the parties’ successors and permitted assigns.  This Agreement may be executed electronically, and your electronic assent or use of the Service shall constitute execution of this Agreement.  You agree that the electronic text of this Agreement constitutes a writing and your assent to the terms and conditions hereof constitutes a “signing” for all purposes.  As used herein and unless the intent is expressly otherwise in a specific instance, the terms “include,” “includes” or “including” shall not be limiting and “or” shall not be exclusive.  Any section headings herein are for convenience only and do not form a part of, and will not be used in the interpretation of, the substantive provisions of this Agreement.  You agree that email to your email address on record will constitute formal notice under this Agreement.

 

Last Updated: June 30, 2020

 

Copyright © 2020: The Sugar Science, Inc.