Last Modified on 1 October 2018
PLEASE READ THIS AGREEMENT CAREFULLY; THIS IS A BINDING CONTRACT.
Rebel Labs is a digital health and media company empowering people like you to make a meaningful and lasting impact on your health and wellness – through a vibrant online community, rich content that educates, inspires and entertains, and products to support you along your journey.
You must agree to this ToU in order to use the Site and/or the Service, even if you are an employee or contractor of a company that has licensed the use of the Site and/or the Service. BY AGREEING TO THESE TERMS (INCLUDING BY A CLICK-THROUGH OR OTHER AGREEMENT), YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ THIS TOU AND AGREE TO ALL OF ITS RESPECTIVE TERMS AND CONDITIONS. Also, by agreeing to this ToU (including by a click-through or other agreement), you are waiving, to the extent permitted under applicable law, any rights or legal requirements that require an original (non-electronic) signature or the delivery or retention of non-electronic records in order for a contract to be legally binding. If you use the Site and/or the Service, or click to accept or agree to this ToU if presented to you in a user interface for the Site and/or the Service, we will understand this as your acceptance of this ToU and your agreement to all of its terms and conditions. By accepting this ToU or using any aspect of the Site and/or the Service, you represent and warrant that you have the legal capacity to enter a contract in the jurisdiction where you reside. If you do not accept this ToU, then you may not use any aspect of the Site or the Service.
BY ACCEPTING THESE TERMS, YOU ACKNOWLEDGE AND AGREE THAT YOU ARE WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. With limited exceptions, YOU AGREE TO WAIVE YOUR RIGHT TO GO TO COURT and that all disputes between you and Rebel Labs arising out of or relating to this TOU, the Site or the Service will be resolved by BINDING ARBITRATION. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action. Please review the Binding Arbitration section below for the details regarding your obligation to resolve any disputes in arbitration.
1. ToU Updates. Rebel Labs may update this ToU at any time, and Rebel Labs will post the updated version of this ToU on the Site. You understand and agree that you will be deemed to have accepted the updated ToU if you use the Site or any aspect of the Service after the updated ToU is posted. Disputes arising under this ToU will be resolved in accordance with the version of the ToU in place at the time the dispute arose. We encourage you to review this ToU frequently to stay informed of the latest modifications to the Site and Service. If at any point you do not agree to any portion of this ToU then in effect, you must immediately stop using the Site and the Service.
2. Provision of the Service. You are responsible for any Internet connection and telecommunications fees and charges that you incur when accessing the Site and the Service. You acknowledge and agree that Rebel Labs may make changes to the Site or any aspect of the Service at any time without notifying you in advance.
3. Termination of Service. Rebel Labs reserves the right to deny service to any person or entity at Rebel Lab’s sole and absolute discretion. You acknowledge and agree that Rebel Labs may stop providing the Site or the Service or restrict your use of the Site or the Service at any time, without notifying you in advance, for any reason or no reason, including, without limitation, for any violation of this ToU or if Rebel Labs suspects that you have used any aspect of the Site or the Service to conduct any fraudulent or illegal activity. If Rebel Labs disables your access to your account, you may be prevented from accessing the Site or the Service, your account details or any materials contained in your account.
4. Accounts and Security.
4.1. Account. You must be at least thirteen (13) years old to use the Site and/or the Service. By agreeing to this ToU, you represent and warrant that you are at least thirteen (13) years old and have not previously been suspended from using the Site and/or Service. You do not need to create an account to visit the Site, but you may create an account to access and utilize certain aspects of the Service by completing the registration process. You may be required to provide information about yourself as part of the registration process or your continued use of the Service. You agree that any registration information that you submit to Rebel Labs will be correct, accurate and up to date.
4.2. Social Networks and Rebel Labs. By utilizing your Facebook, Twitter, or Google log-in credentials or by linking your Rebel Labs account with any social network account (collectively, “Social Networks”), you expressly authorize Rebel Labs to receive, and for Social Networks to share, certain of your information that is available on or through Social Network accounts, including, without limitation, your profile information, friends’ names, your photos, privacy settings, your payment information associated with your account and certain other information that may be disclosed to you (and authorized by you) during the log-in process. Rebel Labs is made available by Rebel Labs Inc. and its affiliates. Social Networks are made available by their respective corporate entities.
4.3. Fees. You agree to pay immediately all applicable fees and taxes incurred by you or anyone using your account. Unless otherwise noted, all currency references are in U.S. dollars. All fees and charges are payable in accordance with payment terms in effect at the time the fee or the charge becomes payable. Unless otherwise notes, all payments are to be made in the currency in which your order is placed. In some territories, Rebel Labs, will be required to charge, and you agree to pay, applicable sales, use, value added, goods and services and other taxes as may be charged to you by Rebel Labs in connection with your rental or purchase. Rebel Labs may, from time to time, modify, amend, or supplement its pricing and billing procedures, and such changes shall be effective immediately. These payment terms are subject to change without prior notice at any time. If there is a dispute regarding your payment of fees, or the Service, Rebel Labs shall have the right to terminate your account without prior notice.
4.4. Returns and Refunds. Rebel Labs aims to be as accurate as possible, however, we do not warrant that product descriptions, photographs, videos or other product related content as displayed on the Site or Service are wholly accurate, complete, reliable, current, or error-free. If a product offered by Rebel Labs is not as described, your only remedy is to return it in unused condition for a refund. If you make a purchase through the Site or Service, you can initiate a return with respect to an order once the order has been marked as shipped. The refund will be for the full value paid for the returned items, unless otherwise noted. Shipping fees may be refunded at the discretion of Rebel Labs. We may charge a restocking fee with respect to returned items. The amount of the restocking fee, if any, will be provided to you by Rebel Labs upon request and may be displayed on the final checkout screen when you complete your order or noted on the packing list included with your order. As soon as we receive and process your return, we will notify you via email. Your credit card will be credited for the return within the timeframe specified by your financial institution. The return credit should be reflected on your statement within one to two billing periods, depending on your financial institution’s billing cycle. This refund policy applies to product sales only and does not apply to Subscriptions.
4.5. Subscription Payment. You may be required to purchase a subscription (“Subscription”) to access certain premium content and portions of the Services. When you purchase a Subscription (each purchase, a “Transaction”), you expressly authorize us (or our third-party payment processor) to charge you for such Transaction. We may ask you to supply additional information relevant to your Transaction, including your credit card number, the expiration date of your credit card and your email and postal addresses for billing and notification (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. When you initiate a Transaction, you authorize us to provide your Payment Information to third parties, so we can complete your Transaction and to charge your payment method for the type of Transaction you have selected (plus any applicable taxes and other charges). You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information).
4.6. Payments. You authorize Rebel Labs to charge all sums for orders that you make to the payment method designated in your account. When you order through the Site, a temporary pre-authorization hold may be placed on your designated payment method to verify that the card is valid and has funds available for your intended purchase. The amount of this pre-authorization hold may be greater or less than the order total quoted at checkout. However, you will only be charged the final order total once your order is registered as complete within the Rebel Labs system. If you purchase a Subscription, you will be charged the Subscription fee, plus any applicable taxes, and other charges (“Subscription Fee”), at the beginning of your Subscription and each subscription period (e.g., monthly or annually, as specified when you purchase such Subscription) thereafter, at the then-current Subscription Fee. If you purchase a Subscription, we (or our third-party payment processor) will automatically charge you each period on or about the applicable anniversary of the calendar day of the commencement of your Subscription, using the Payment Information you have provided until you cancel your Subscription. In the event your Subscription began on a day not contained in a given month, your payment method will be charged on a day in the applicable month or such other day as we (or our third party payment processor) deem appropriate (for example, if you started a monthly Subscription on January 31st, your next payment date is likely to be February 28th, and your payment method would be billed on or about that date). By agreeing to this Agreement and electing to purchase a Subscription, you acknowledge that your Subscription has recurring payment features and you accept responsibility for all recurring payment obligations prior to cancellation of your Subscription by you or Rebel Labs. Your Subscription continues until cancelled by you or we terminate your access to or use of the Services or Subscription in accordance with this Agreement.
4.7. Additional Information. Rebel Labs reserves the right to request additional information from you if we have reason to believe, in our sole discretion, that a payment method may be fraudulent.
4.8. Cancelling Subscription. If you purchased a Subscription through your account, you may cancel your Subscription at any time by disabling the auto-renewal settings in your account settings. Your subscription will then terminate at the end of your current Subscription period. HOWEVER, ANY TRANSACTION YOU INITIATE IS FINAL AND YOU WILL NOT BE ABLE TO CANCEL THE PURCHASE AND/OR RECEIVE A REFUND OF YOUR SUBSCRIPTION FEE AT ANY TIME. If something unexpected happens in the course of completing a Transaction, we reserve the right to cancel your Transaction for any reason; if we cancel your Transaction, we’ll refund any payment you have already remitted to us for such Transaction. YOU WILL NOT RECEIVE A REFUND OF ANY PORTION OF THE SUBSCRIPTION FEE PAID FOR THE THEN CURRENT SUBSCRIPTION PERIOD AT THE TIME OF CANCELLATION. You will be responsible for all Subscription Fees (plus any applicable taxes and other charges) incurred for the then-current Subscription period. If you cancel, your right to use the Services will continue until the end of your then current subscription period and will then terminate without further charges.
4.9. Free Trials. We may offer Subscriptions on a free trial basis (“Free Trial”) for a specified period of time. If we offer you a Free Trial, the specific terms of your Free Trial will be provided at signup and/or in the promotional materials describing the Free Trial and your use of the Free Trial is subject to your compliance with such specific terms. Free Trials may not be combined with any other offer. Except as may otherwise be provided in the specific terms for the Free Trial offer, Free Trials are only available to users who have not previously subscribed to the Service in connection with which the Free Trial is being offered. When you agree to a Free Trial, you are also agreeing to sign up for a Subscription as described above and, consequently, unless you cancel your Subscription prior to the end of your Free Trial, we (or our third party payment processor) will begin charging your payment method on a recurring basis for the Subscription Fee (plus any applicable taxes) until you cancel your Subscription. Instructions for cancelling your Subscription are stated above in the “Cancelling Subscription” section. We reserve the right to modify or terminate Free Trials at any time, without notice and in our sole discretion. It is very important to understand that you may not receive a notice that your free trial has ended and that payment for your Subscription is due. TO PREVENT ANY CHARGES AFTER YOUR FREE TRIAL EXPIRES, YOU MUST TURN OFF AUTO-RENEWAL OF YOUR SUBSCRIPTION IN YOUR SETTINGS PRIOR TO THE LAST DAY OF YOUR FREE TRIAL PERIOD.
4.10. Account Security. Maintaining account security is very important. You are solely responsible for maintaining the confidentiality of your account password and for all activities that are conducted via your account. You agree to notify Rebel Labs immediately if you become aware of any unauthorized use of your password or of your account.
4.11. Account Sharing or Transfers. Accounts are registered to you personally, either directly or through your employer or other third party, and may not be sold, traded, gifted or otherwise transferred at any time under any circumstances. You may not share your account with, or disclose your password to, anyone else.
4.12. Cancellation by You. You have the right to cancel your account at any time. You may cancel your account by following the cancel link available on the Site or by contacting our customer service department via email at email@example.com. Once you cancel your account, your personal information will no longer be viewable by other users. However, content previously shared with other users may remain viewable by those users until they delete such content.
4.13. Termination by Rebel Labs. Rebel Labs may at any time terminate your account if:
a. Rebel Labs determines that you are (i) in breach of or otherwise acting inconsistently with this ToU or (ii) engaging in fraudulent or illegal activities or other conduct that may result in liability to Rebel Labs;
b. Rebel Labs determines it is required by law to terminate your account; or
c. Rebel Labs decides to stop providing the Service or critical portions of the Service.
4.14. Effect of Account Termination or Cancellation. If you voluntarily terminate your account or allow your account to lapse, you may reactivate your account any time by logging in to the Service through the Site and reactivating the account. Users whose accounts are terminated by Rebel Labs for any type of abuse including, without limitation, a violation of this ToU, are prohibited from creating any additional accounts. Rebel Labs may also in its sole discretion, and at any time, modify or discontinue providing the Service or any part thereof, with or without notice. Additionally, you agree that Rebel Labs shall not be liable to you or any third-party for any interference with, or termination of, your access to the Service.
5. Use Requirements.
5.1. License Grant. Subject to the terms and conditions of this ToU, Rebel Labs hereby grants you a limited, non-exclusive, personal, non-sublicensable, non-assignable license to use the Site and Service, which may only be used in connection with your use of the Service on compatible devices that you own or control, solely for your non-commercial use and use the Service in accordance with this ToU and any rules, restrictions or documentation set forth by Rebel Labs from time to time. Rebel Labs reserves all rights not expressly granted to you.
5.2. Installation. In connection with the Service, you may access the Site on one or more mobile devices that you own or control and that meet the minimum specifications provided by Rebel Labs.
5.3 Updates. Rebel Labs may require that you download and install updates to the Service from time to time. You acknowledge and agree that Rebel Labs may update the Site or the Service from time to time with or without notifying you and may add or remove features or functions to the Site or the Service at any time in its sole discretion. You acknowledge and agree that Rebel Labs has no obligation to make the Site or the Service available to you, make any subsequent versions of the Site available to you or to continue to support the Site or the Service in any way. You acknowledge that your access to the Site and the Service may not be continuous, features may change during your use of the Site and the Service, and Rebel Labs may terminate your access to the Site and the Service or stop offering the Site and the Service at any time.
6. Restrictions and Conditions of Use.
6.1. Use of the Service. Rebel Labs permits you to view and use the Site and the Service solely for your own personal use. You agree not to license, create derivative works from, transfer, sell or re-sell any information, content, materials, data or services obtained from the Site or the Service. Rebel Labs reserves the right to add or remove information, content or Services from the Site at any time at its sole discretion.
6.2. Accessing the Service. You agree not to access, or attempt to access, the Service by any means other than through the user interface provided through the Site. You specifically agree not to access, or attempt to access, the Service through any automated means (including, without limitation, through the use of scripts, bots, spiders or web crawlers) and you agree to comply with the instructions contained in any robots.txt file present on the Site or the Service.
6.3. No Violation of Laws. You agree that you will not, in connection with your use of the Site or the Service, violate any applicable law, ordinance, rule, regulation or treaty. Without limiting the foregoing, you agree that you will not make available through the Site or the Service any material or information that infringes any copyright, trademark, patent, trade secret, or other right of any party (including rights of privacy or publicity).
6.4. Use Restrictions. You may not connect to or use the Site or the Service in any way that is not expressly permitted by this ToU.
a. You may not: (i) remove any trademarks, copyright notices, proprietary notices or any other notice contained in any content, materials, or individual elements provided on or through the Site or the Service; (ii) cause, permit or authorize the modification, creation of or reproduction of derivative works, translation, reverse engineering, decompiling, disassembling, overcoming any encryption technology or security measures or hacking of the Site or the Service; (iii) make any commercial use, sell, assign, rent, lease, act as a service bureau, or in any way exploit any content, materials, or individual elements provided on or through the Service without Rebel Labs’ prior consent; (iv) grant rights in the Service, including, without limitation, through sublicense, to any other person or entity without the prior written consent of Rebel Labs; or (v) frame or utilize framing techniques to enclose any content, materials or individual elements provided on or through the Service without Rebel Labs’ prior written consent; (vi) make any false, misleading or deceptive statement or representation regarding Rebel Labs, the Site or the Service.
b. Without limiting the foregoing, you agree that you will not: (i) institute, assist, or become involved in any type of attack including, without limitation, denial of service attacks, upon the Site or the Service (or any servers, systems or networks connected to the Site or the Service) or otherwise attempt to obstruct, limit the functionality, disrupt or interfere with the operation of the Site or the Service or any other person’s or entity’s use of the Site or the Service (or any servers, systems or networks connected to the Service); (ii) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content displayed on or through the Service or transmitted through the use of any of the Service; (iii) attempt to gain unauthorized access to the Site, the Service, user information, or any servers, systems or networks connected to the Site or the Service; (iv) use the Site or the Service for any commercial purpose unless consistent with this ToU and the intended use of the same, or for the benefit of any third party, or charge any person or entity, or receive any compensation for, the use of the Site or the Service, unless you are specifically authorized to do so in a separate written agreement with Rebel Labs; (v) use the Site or the Service to develop, generate, transmit or store information that is defamatory, harmful, abusive, obscene or hateful; (vi) use the Site or the Service to perform any unsolicited commercial communication not permitted by applicable law; or use the Site or the Service to upload, post transmit promotional materials, junk mail, spam or other form of solicitation; (vii) or use the Site or the Service to engage in any activity that (A) constitutes harassment or a violation of privacy or threatens other people or groups of people; (B) is harmful to children in any manner; (C) constitutes phishing, pharming or impersonates any other person or entity, or steals or assumes any person’s identity (whether a real identity or online nickname or alias); or (D) violates any applicable law, ordinance, rule, regulation or treaty.
c. Without limiting the foregoing, you agree that you will not use the Site or the Service for any other unlawful, prohibited, abnormal or unusual activity as determined by Rebel Labs in its sole discretion.
6.5. No Data Mining or Harmful Code. You agree that you will not (a) obtain or attempt to obtain any information from the Site or the Service including, without limitation, email addresses or mobile phone numbers of other account holders or other data; (b) intercept, examine or otherwise observe any proprietary communications protocol used by the Site or the Service, whether through the use of a network analyzer, packet sniffer or other device; or (c) use any type of bot, spider, virus, clock, timer, counter, worm, software lock, drop dead device, Trojan horse, trap door, time bomb or any other codes, instructions or third party software that is designed to provide a means of surreptitious or unauthorized access to, or distort, delete, interfere with, damage or disassemble, any aspect of the Site or the Service.
6.6. Violation of this ToU. You acknowledge and agree that you are solely responsible, and Rebel Labs has no responsibility or liability to you or any other person or entity, for any breach by you of this ToU or for the consequences of any such breach. Rebel Labs may at its option, immediately terminate its relationship with you, if it determines you are using the Service contrary to the restrictions found in this Section 6 or any other terms of this ToU.
7.1. Links from the Site. The Site may contain links to websites operated by other parties. Rebel Labs provides these links to other websites or services as a convenience and use of these websites or services is at your own risk. The linked websites or services are not under the control of Rebel Labs and Rebel Labs is not responsible for the content available on the other websites or services. Such links do not imply Rebel Lab’s endorsement of information or material on any other website or service and Rebel Labs disclaims all liability with regard to your access to and use of such linked websites or services.
7.2. Links to the Site and Service. Unless otherwise set forth in a written agreement between you and Rebel Labs, you must adhere to Rebel Labs’ linking policy as follows: (a) the appearance, position and other aspects of any link to the Site or the Service may not be such as to damage or dilute the goodwill associated with Rebel Labs’ or its licensors’ names and trademarks; (b) the appearance, position and other attributes of the link may not create the false appearance that your organization or entity is sponsored by, affiliated with, or associated with Rebel Labs; (c) you may not remove any trademarks, copyright notices or any other notice contained in any content, materials or individual elements provided on or through the Service; and (d) when selected by a User, the link to the Site must display the Site on full-screen and not within a “frame” on the linking website. Rebel Labs reserves the right to revoke its consent to the link at any time and in its sole discretion.
8. Intellectual Property.
8.1. Trademarks. The Rebel Labs name and logo are trademarks and service marks of Rebel Labs. Unless permitted in a separate written agreement with Rebel Labs, you do not have the right to use any of Rebel Labs’ trademarks, service marks or logos and your unauthorized use of any of these may be a violation of federal and state trademark laws.
8.2. Ownership. You acknowledge and agree that Rebel Labs, or its licensors, owns all right, title and interest in and to the Site and the Service, including all intellectual property, industrial property and proprietary rights recognized anywhere in the world at any time and that the Service is protected by U.S. and international copyright laws. The owners and licensors of content made available through the Site or Service are intended third-party beneficiaries of this ToU and shall have the right to enforce this ToU against you and invoke all rights hereunder including limitations of liability. The delivery of a product or content does not transfer to you any commercial or promotional use rights n the product or content. Further, you acknowledge that the Site or Service may contain information that Rebel Labs has designated as confidential and you agree not to disclose such information without Rebel Labs’ prior written consent.
8.3. Copyright Agent. Rebel Labs respects the intellectual property rights of others, and requires that people who use the Site and the Service do the same. Rebel Labs maintains a policy of terminating users of the Site and the Service who engage in repeated infringing conduct. If you believe that your work has been copied in a way that constitutes copyright infringement, please forward the following information to the Copyright Agent, designated as such pursuant to the Digital Millennium Copyright Act, 17 U.S.C. § 512(c)(2), named below:
US and International Copyright Agent:
Rebel Labs Inc.
3505 West Sam Houston Parkway South #1312
Houston TX 77042
9. Feedback. You may choose to, or Rebel Labs may invite you to, report abusive users, submit comments, bug reports, ideas or other feedback about the Site and/or the Service (“Feedback”) to firstname.lastname@example.org. By submitting Feedback, you agree that Rebel Labs is free to use such Feedback at its discretion without any obligation to you. Rebel Labs may also choose to disclose Feedback to third parties. You hereby grant Rebel Labs a royalty-free, perpetual, irrevocable, transferable, sublicensable, worldwide, nonexclusive license under all rights necessary to incorporate and use your Feedback for any purpose.
11. Location. The Site and the Service are operated by Rebel Labs in the United States. If you choose to access the Service from a location outside of the United States, you do so on your own initiative and you are responsible for compliance with applicable local laws.
12. Submitted Content.
12.1. Rebel Labs is not the source of, does not verify or endorse and takes no responsibility for the content submitted using the Site and/or the Service. The content is entirely the responsibility of the person from whom such content originated whether publicly posted or privately transmitted, on the Site, or through the use of the Service. You, and not Rebel Labs, are entirely responsible for the content you choose to communicate, upload, post, email, transmit, distribute or otherwise make available and access using the Site and/or the Service. You acknowledge that you will have the burden of proving that any such content does not violate any laws or infringe any third-party rights. Rebel Labs may from time to time monitor misuse of our Service and filter objectionable and harmful content. If Rebel Labs learns of any content that is objectionable, harmful and/or in breach of this ToU, we will take appropriate action to, in our discretion, provide assistance, remove content, block access to certain features, disable an account, terminate an account, contact law enforcement or take such other steps as we may deem appropriate in the circumstances. In many cases, this may occur within 24 hours of our identifying the applicable content. Further, in the event Rebel Labs has enabled comment and/or contact functionality for users, users have the ability to block abusive users from reaching them through the Site and/or Service by clicking on the “block” icon located next to the abusive user’s account name. For clarity, Rebel Labs may in its sole discretion block, or otherwise remove content as part of its effort to protect the Site and the Service or its customers, or otherwise enforce the terms of this ToU. Additionally, Rebel Labs may in its sole discretion remove such content and/or terminate this ToU and your account if you use any content that is in breach of this ToU. Rebel Labs does not claim ownership of any of your Submitted Content. With respect to all of your Submitted Content, you grant Rebel Labs a perpetual, irrevocable, non-terminable, transferable, worldwide, royalty-free, sublicensable, fully paid-up, non-exclusive and transferable license to use, reproduce, distribute, prepare derivative works of, display, modify, copy and perform the Submitted Content or any part of the Submitted Content in connection with the Service and Rebel Labs’ (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any and all media formats and through any and all media channels. You also hereby grant each user of the Service a non-exclusive license to access your Submitted Content through the Service while the Submitted Content is made available through the Service. You may take down any of your Submitted Content at any time; however, you acknowledge and agree, that Rebel Labs may still have access to such Submitted Content and that the above license granted by you to Rebel Labs will remain in effect despite your removal of the Submitted Content from the Service. You hereby represent, warrant and covenant that any Submitted Content you provide does not include anything (including, but not limited to, text, images, music or video) to which you do not have the full right to grant the license specified in this Section 12.2.
12.2. “Submitted Content” consists of information or materials you submit or make available through the Site and/or the Service. The Services may include certain review and comment areas, forums, message boards, profile information, and other similar areas (collectively, “Interactive Areas”), in which you or other users may create, post, link, store, or otherwise make available (collectively, “Post”) reviews, comments, questions, data, or other materials (collectively, “User Content”). You are solely responsible for your use of such Interactive Areas and use them at your own risk. In particular, you are responsible for ensuring that you do not submit material that (a) is protected by copyright, contains trade secrets or otherwise is subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from the rightful owner; (b) is false or is a misrepresentation; (c) is offensive, unlawful, harmful to minors, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or that encourages conduct that would be considered a criminal offense, gives rise to civil liability, violates any law, or is otherwise objectionable; or (d) impersonates another person. Rebel Labs may in its sole discretion block, prevent delivery of or otherwise remove the content of communications as part of its effort to protect the Service or its customers, or otherwise enforce the terms of this ToU. Further, Rebel Labs may in its sole discretion remove or terminate this ToU and your account if you use any content that is in breach of this ToU.
12.3. You hereby grant to Rebel Labs a royalty-free, worldwide, perpetual, irrevocable and fully transferable right and license to use, copy and store the Submitted Content for the purpose of making available, enhancing, operating, developing and otherwise exploiting Rebel Lab’s products and services, including the Site and/or the Service or any other websites and mobile applications. You hereby represent, warrant and covenant that any Submitted Content you provide does not include anything to which you do not have the full right to submit under this Section 12.
12.4. You acknowledge that your Submitted Content is your sole responsibility. You agree that, under no circumstances, will Rebel Labs be liable in any way for any Submitted Content, including, but not limited to, any errors or omissions in any Submitted Content, or any loss or damage of any kind incurred as a result of the use or distribution of any Submitted Content transmitted or otherwise made available via the Service.
12.5. You acknowledge that Rebel Labs has the right to pre-screen your Submitted Content, but has no obligation to do so. At Rebel Labs’ sole discretion, any Submitted Content may be included in the Service in whole or in part in modified form. In addition, Rebel Labs and its designees shall have the right (but not the obligation) in their sole discretion to refuse or remove any Submitted Content that is available via the Site or the Service that violates this TOU or is otherwise objectionable including, but not limited to, being unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or violating any party’s intellectual property.
12.6. You acknowledge and agree that: (a) by using the Site or the Service, you may be exposed to content that you may find offensive or indecent and you do so at your own risk; (b) you are solely responsible for, and Rebel Labs has no responsibility to you or any third party for any Submitted Content that you create, submit, post or publish on the Site or through the Service; (c) Rebel Labs does not guarantee any confidentiality with respect to your Submitted Content; and (d) Rebel Labs is not responsible for any Submitted Content provided by third parties that you may have access to through your use of the Service and all Submitted Content is the responsibility of the person from whom such Submitted Content originated. You acknowledge and agree that (i) Rebel Labs has no control over and is not responsible for the use of Submitted Content by its users, including any user that has uploaded Submitted Content to a personal device; and (ii) Rebel Labs may not be able to remove Submitted Content that is uploaded onto a user’s device. Rebel Labs does not endorse any Submitted Content or any opinion, recommendation, or advice expressed therein, and expressly disclaims any and all liability in connection with Submitted Content.
13. Children. The Site and the Service are not directed toward children under 13 years of age, and Rebel Labs does not knowingly collect information from children under 13 or allow them to create an account or access account features or the Service. If you are under 13, please do not submit any personal information about yourself to Rebel Labs.
14.1. Each party providing an advertisement or sponsored posting on the Site (“Advertiser”) represents and warrants that (a) the Advertiser has full power and authority to enter into transactions and market, advertise, distribute, promote, reproduce, offer for sale and sell the properties and to use all marks, names and designs used in connection with the foregoing; and (b) the property information, documentation and specifications that the Advertiser has provided to Rebel Labs is accurate, true, correct, complete and not misleading.
14.2. Rebel Labs shall not be responsible for monitoring whether the advertisements or sponsored postings by Advertisers are accurate and does not guarantee that such advertisements or promotions are being honored.
15. DISCLAIMER OF WARRANTIES.
15.1. YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SITE AND THE SERVICE IS AT YOUR SOLE RISK AND THAT THE SITE AND THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED.
15.2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REBEL LABS EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS INCLUDING, WITHOUT LIMITATION, WARRANTIES AND CONDITIONS OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THOSE ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
15.3. REBEL LABS MAKES NO WARRANTY AS TO THE ACCURACY, COMPLETENESS OR RELIABILITY OF ANY MATERIALS, INFORMATION OR DATA AVAILABLE THROUGH, OR THE PERFORMANCE OF, THE SITE OR THE SERVICE.
15.4. REBEL LABS DOES NOT REPRESENT OR WARRANT THAT (a) YOU WILL BE ABLE TO ACCESS OR USE THE SITE OR THE SERVICE AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; (b) THAT OPERATION OF THE SITE AND THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (c) YOUR USE OF THE SITE OR THE SERVICE WILL MEET YOUR REQUIREMENTS; (d) DEFECTS IN THE OPERATION OF THE SITE OR THE SERVICE WILL BE CORRECTED; OR (e) THE SITE OR THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
15.5. YOU ACKNOWLEDGE AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE OR THE SERVICE IS AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER, MOBILE PHONE OR OTHER DEVICE OR ANY LOSS OF DATA RESULTING FROM DOWNLOADING OR OBTAINING SUCH MATERIAL.
15.6. THE SERVICES MAY OFFER HEALTH, FITNESS, NUTRITIONAL AND OTHER SUCH INFORMATION, BUT SUCH INFORMATION IS DESIGNED FOR EDUCATIONAL AND INFORMATIONAL PURPOSES ONLY. THE INFORMATION CONTAINED ON THE SERVICES DOES NOT AND IS NOT INTENDED TO CONVEY MEDICAL ADVICE AND DOES NOT CONSTITUTE THE PRACTICE OF MEDICINE. YOU SHOULD NOT RELY ON THIS INFORMATION AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. BEFORE PARTICIPATING IN ANY NUTRITIONAL, DIET, HEALTH OR EXERCISE PROGRAM WE STRONGLY RECOMMEND THAT YOU CONSULT WITH A PHYSICIAN OR OTHER HEALTHCARE PROVIDER. WE HAVE NO EXPERTISE IN ADVISING, EXAMINING, DIAGNOSING OR TREATING MEDICAL, PSYCHOLOGICAL, OR PERSONAL GROWTH CONDITIONS OF ANY KIND, OR IN DETERMINING THE EFFECT OF ANY SPECIFIC ACTION, ACTIVITY, ROUTINE OR PROGRAM. REBEL LABS IS NOT RESPONSIBLE FOR ANY ACTIONS OR INACTION ON A USER’S PART BASED ON THE INFORMATION THAT IS PRESENTED ON THE SERVICES.
Because some states or jurisdictions do not allow the disclaimer of implied warranties, the foregoing disclaimers may not apply to you.
16. LIMITATION OF LIABILITY; SOLE AND EXCLUSIVE REMEDY.
16.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REBEL LABS AND ITS AFFILIATES, LICENSORS AND BUSINESS PARTNERS (COLLECTIVELY, THE “RELATED PARTIES”) SHALL NOT BE LIABLE TO YOU UNDER ANY CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR:
a. ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, USE, DATA OR GOODWILL, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE SITE OR THE SERVICE, EVEN IF REBEL LABS OR THE RELATED PARTIES HAVE BEEN ADVISED OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES OR DAMAGES;
b. THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY; OR
c. THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE ANY MATERIALS, INFORMATION OR DATA MAINTAINED BY OR THROUGH YOUR USE OF THE SITE OR THE SERVICE.
16.2. WITHOUT LIMITING THE FOREGOING, IN NO CASE SHALL THE LIABILITY OF REBEL LABS OR ANY OF THE RELATED PARTIES EXCEED ONE HUNDRED DOLLARS ($100).
Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, the liability of Rebel Labs and the Related Parties shall be limited to the fullest extent permitted by law.
17. Indemnification. You agree to defend, indemnify and hold Rebel Labs and the Related Parties harmless from and against any and all claims, demands, liabilities damages and losses including, without limitation, reasonable attorneys’ fees, resulting from or arising out of (a) your use of the Site or the Service; or (b) your breach of this ToU or any other policies that Rebel Labs may issue for the Site or the Service from time to time.
18. Governing Law; Jurisdiction. The laws applicable to the interpretation of this ToU shall be the laws of Texas, without regard to conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You and Rebel Labs agree that, except as otherwise provided in Section 19 below, the state and federal courts located in Austin, TX will have exclusive jurisdiction of all disputes arising out of or related to this ToU or your use of the Site or the Service and agree to submit to the personal jurisdiction and venue of these courts. Notwithstanding the foregoing, Rebel Labs shall be allowed to apply for equitable remedies (including injunctions) in any jurisdiction.
19. Binding Arbitration.
19.1. Arbitration Procedures. You and Rebel Labs agree that, except as provided in Section 19.5 below, all disputes, controversies and claims related to this ToU (each a “Claim”), shall be finally and exclusively resolved by binding arbitration, which may be initiated by either party by sending a written notice requesting arbitration to the other party. Any election to arbitrate by one party shall be final and binding on the other. The arbitration will be conducted under the Streamlined Arbitration Rules and Procedures of JAMS that are in effect at the time the arbitration is initiated (the “JAMS Rules”) and under the terms set forth in this ToU. In the event of a conflict between the terms set forth in this Section 19 and the JAMS Rules, the terms in this Section 19 will control and prevail.
19.2. Except as otherwise set forth in Section 19.5, you may seek any remedies available to you under federal, state or local laws in an arbitration action. As part of the arbitration, both you and Rebel Labs will have the opportunity for discovery of non-privileged information that is relevant to the Claim. The arbitrator will provide a written statement of the arbitrator’s decision regarding the Claim, the award given and the arbitrator’s findings and conclusions on which the arbitrator’s decision is based. The determination of whether a Claim is subject to arbitration shall be governed by the Federal Arbitration Act and determined by a court rather than an arbitrator. Except as otherwise provided in this ToU, (a) you and Rebel Labs may litigate in court to compel arbitration, stay proceedings pending arbitration, or confirm, modify, vacate or enter judgment on the award entered by the arbitrator; and (b) the arbitrator’s decision shall be final, binding on all parties and enforceable in any court that has jurisdiction, provided that any award may be challenged if the arbitrator fails to follow applicable law.
19.3. Location. The arbitration will take place in the JAMS Resolution Center in Dallas, TX, unless the parties agree to video, phone or internet connection appearances.
19.4. Limitations. You and Rebel Labs agree that any arbitration shall be limited to the Claim between Rebel Labs and you individually. YOU AND REBEL LABS AGREE THAT (a) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; (b) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY OR AS A PRIVATE ATTORNEY GENERAL; AND (c) NO ARBITRATION SHALL BE JOINED WITH ANY OTHER ARBITRATION.
19.5. Exceptions to Arbitration. You and Rebel Labs agree that the following Claims are not subject to the above provisions concerning negotiations and binding arbitration: (a) any Claim seeking to enforce or protect, or concerning the validity of, any of Rebel Labs’ intellectual property rights; (b) any Claim related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (c) any claim for equitable relief. In addition to the foregoing, either party may assert an individual action in small claims court for Claims that are within the scope of such court’s jurisdiction in lieu of arbitration.
19.6. Arbitration Fees. If you initiate arbitration for a Claim, you will need to pay the arbitration initiation fee. If we are initiating arbitration for a Claim, we will pay all costs charged for initiating the arbitration. All other fees and costs of the arbitration will be charged pursuant to the JAMS Rules.
20. Survival. This Binding Arbitration section of this ToU will survive any termination of your relationship with Rebel Labs.
20.1. Severability. You and Rebel Labs agree that if any portion of this Section 20 is found illegal or unenforceable (except any portion of Section 19.4), that portion shall be severed and the remainder of the section shall be given full force and effect. If Section 19.4 is found to be illegal or unenforceable then neither you nor Rebel Labs will elect to arbitrate any Claim falling within that portion of Section 19.4 found to be illegal or unenforceable and such Claim shall be exclusively decided by a court of competent jurisdiction within Austin, Texas, United States of America, and you and Rebel Labs agree to submit to the personal jurisdiction of that court.
21.1. ToU Revisions. This ToU may only be revised in a writing signed by Rebel Labs, or published by Rebel Labs on the Site.
21.2. No Partnership. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Rebel Labs as a result of this ToU or your use of the Service.
21.3. Assignment. Rebel Labs may assign its rights under this ToU to any person or entity without your consent. The rights granted to you under this ToU may not be assigned without Rebel Labs’ prior written consent, and any attempted unauthorized assignment by you shall be null and void.
21.4. Severability. If any part of this ToU is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of the ToU shall be given full force and effect.
21.5. Attorneys’ Fees. In the event any litigation or arbitration is brought by either party in connection with this ToU, except as otherwise provided in Section 19.6, the prevailing party shall be entitled to recover from the other party all the reasonable costs, attorneys’ fees and other expenses incurred by such prevailing party in the litigation.
21.6. No Waiver. Our failure to enforce any provision of this ToU shall in no way be construed to be a present or future waiver of such provision, nor in any way affect our right to enforce the same provision at a later time. An express waiver by Rebel Labs of any provision, condition or requirement of this ToU shall not be understood as a waiver of your obligation to comply with the same provision, condition or requirement at a later time.
21.7. Notices. All notices given by you or required under this ToU shall be in writing and sent to email@example.com.
21.8. Equitable Remedies. You acknowledge and agree that Rebel Labs would be irreparably damaged if the terms of this ToU were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this ToU, in addition to such other remedies as we may otherwise have available to us under applicable laws.
21.9. Entire Agreement. This ToU, including the documents referenced in this ToU, constitutes the entire agreement between you and Rebel Labs with respect to the Site and the Service and supersedes any and all prior agreements between you and Rebel Labs relating to the Site or the Service.
21.10. Special Promotions. Occasionally, we may offer you the chance to participate in sweepstakes, campaigns, contests, and surveys (“Special Promotions”) through the Service. Special Promotions may be governed by terms and conditions that are separate from this ToU. If the provisions of a Special Promotion’s terms and conditions conflict with this ToU, those separate terms and conditions shall prevail.