Outinomic Terms of Service

Updated 08/2017

 

Outinomic, Inc. (“Outinomic,” “us,” “we,” or “our”) designs products and services that enable you to connect with your trainer, nutritionist or client and enhance your training and nutrition. These Terms of Service (“Terms”) govern your (“you” or “your”) use of: (a) the Outinomic mobile application software made available on the iOS platforms (the “Software”); (b) the Outinomic website located  at www.outinomic.com (the “Site”); (c) Outinomic’s proprietary online software platform made available over the internet, including any underlying technology (the “Platform”), and (d) services offered through the Site, Software, or Platform (“Services”).  For purposes of these Terms, clauses (a)-(d) collectively referred to as, the “Outinomic Service”).

By using or accessing the Outinomic Service in any manner, including, but not limited to, downloading the software, using the platform, or visiting or browsing the Site, you: (i) acknowledge that you have read, understand, and agree to be bound by these Terms, including Outinomic’s privacy policy located at http://outinomic.com/privacy/ (the “Privacy Policy”); and (ii) represent that you are eligible to enter into the Terms pursuant to the eligibility requirements set forth below in Section 1. 

IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS SET FORTH IN THESE TERMS OR IF YOU DO NOT MEET THE ELIGIBILITY REQUIREMENTS, DO NOT CREATE AN ACCOUNT AND in any manner, including, but not limited to, downloading the software, using the platform, or visiting or browsing the Site.  

In addition, when using particular services or materials through or in connection with the Outinomic Service, you shall be subject to any posted rules applicable to such services or materials that may contain terms and conditions or other operating rules, policies and procedures in addition to those in the terms (“Additional Terms”). All such Additional Terms and the Privacy Policy are hereby incorporated by reference into, and made a part of, these Terms.

The Outinomic Service is not intended to diagnose, treat, cure, or prevent any disease. You should consult your physician or other health care professional before starting any fitness program to determine if it is right for your needs and, in particular, if you (or your family) have a history of any medical or heart condition. If you experience a medical emergency, immediately contact and consult a medical professional.

  1. Eligibility.  You may use the Outinomic Service if you are over eighteen (18) years of age and are not barred from receiving services under applicable law.  By accessing or using the Outinomic Service you affirm that you are over the age of thirteen (18) and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in the Terms, and to abide by and comply with the Terms.  If for any reason, we, in our sole discretion, believe you do not meet the eligibility requirements set forth above, we reserve the right, without provision of any notice to you to terminate your account and these Terms.  If you do not meet the eligibility requirements as set forth in this Section, we have no obligations to you under the Terms.
  2. Changes to these Terms. These Terms may be amended by Outinomic from time to time.  If we make material changes to these Terms, we will notify you by posting the revised Terms on the Site or notifying you through the user interface of the Software or Platform or at your primary email address (as specified in your account information).  Your continued use of the Outinomic Service, or any part thereof, thirty (30) calendar days after the changes are first notified by Outinomic as described above will constitute your agreement to such changes. If you object to any change, your sole recourse shall be to immediately terminate your account and cease using the Outinomic Service.
  3. Outinomic’s Privacy Practices.  You understand and agree that Outinomic collects information and data, which may include personal data, in connection with your use of the Outinomic Service.  Any information or data that Outinomic collects through your use of the Outinomic Service is subject to the Outinomic’s Privacy Policy.
  4. Your Access and Use of the Outinomic Service
    1. Creating an Account.  You do not have to register an account in order to visit the Site or download the Software.  However, certain portions and features of our Software, the Platform and/or Services may be accessed and used only by creating an account with us by registering on our Site or through the Software user interface on your mobile phone. By creating an account and/or using our Software, Platform or Services, you represent and warrant that (a) all required registration or other information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; and (c) your use of our Site, Software, Platform, and Services does not violate any applicable law or regulation or these Terms.  When you sign up for an account, you will be asked to choose a user name and a password for your account. You may not use a user name or user profile that is used by someone else or that violates Section 5.1.  You may control your user profile and how you interact with the Services by changing your settings in your account.
    2. Confidentiality of Account Information.  You are entirely responsible for maintaining the confidentiality of your password. You agree to notify us immediately if you suspect any unauthorized use of your account or access to your password.  You agree not to (a) use the account, username, screen name, or password of any other user at any time; (b) allow or enable any third party to use your account, username, screen name, or password; or (c) sell, rent, borrow, or otherwise transfer your account, temporarily or permanently, to any third party.  You are solely responsible for any and all use of your account.
    3. Breach.  If you violate these Terms, Outinomic reserves the right to issue you a warning regarding the violation or, under Section 15 of these Terms, immediately suspend or terminate your account and your right to access and use the Site, Software, Services, and Service Content.  You agree that Outinomic need not provide you notice before terminating or suspending your account and your right to access and use the Site, Software, Services, and Service Content.
  5. Acceptable Content and Conduct
    1. Prohibited Content.  You agree that you will not post, exchange, make available, provide, or process any Prohibited Content. “Prohibited Content” includes content that: (a) is offensive or promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; (b) bullies, defames, harasses or advocates stalking of, or intimidates another person; (c) involves the transmission of “junk mail,” “chain letters,” or unsolicited mass mailing, or “spamming;” (d) is false or misleading or promotes, endorses or furthers illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous; (e) is threatening, including threats directed at minors, threats against another individual or their family, and other such remarks which, in our opinion, are outside the scope or context of the game; (f) infringes another person’s content without a license to do so, whether or not the intellectual property is registered (or filed for registration) in any country; (g) promotes, copies, performs or distributes an illegal or unauthorized copy of another person’s work, whether it is protected by copyright or trade secret law, or not, such as, without limitation, presenting the work of a third party as your own (plagiarism) or providing pirated music, videos, or movies, or links to such pirated music, videos, or movies; (h) contains viruses, Trojan horses, worms, time bombs, or similar software; or (i) otherwise violates the terms and conditions of these Terms or creates liability for us.  You represent and warrant that: (1) you own Your Content or otherwise have the right to grant the licenses set forth in these Terms and (2) Your Content does not violate the privacy rights, publicity rights, copyright rights, or other proprietary rights or intellectual property rights of any person.
    2. Prohibited ConductYou agree that you will not initiate, engage in, or promote Prohibited Conduct in connection with the use of our Site, Software, Platform or Services.  “Prohibited Conduct” includes: (a) using, developing or distributing automation software programs (“bots”), “macro” software programs or other software programs or applications which are designed to modify the Services or the Outinomic experience; (b) exploiting, distributing or informing other users of any game error, miscue or bug which gives an unintended advantage; (c) interfering or disrupting, or attempting to interfere or disrupt, any computer or network used to provide or support the Site, Software, Platform or Services including by (i) covering or obscuring any advertisements on any web page that is, or appears as, part of our Site, Software or Platform user interface, or Services via HTML/CSS, scripting, or any other means, (ii) creating an undue burden on our Services or our network, (iii) introducing software or automated agents to our Services so as to produce multiple accounts, generate automated messages, or to strip or mine data from our Services, (iv) modifying any data or equipment to manipulate the functionality of our Services, or (v) interfering with any other user’s experience; (d) restricting or inhibiting any other user from using and enjoying the Site or Services; (e) promoting or encouraging any illegal activity including using the Services to plan any illegal activity or crimes; (f) promoting, encouraging, advocating, or providing information about illegal activities such as, without limitation, making or buying illegal weapons, illegal drugs, or illegal substances, committing crimes, violating someone’s privacy, or providing or creating computer viruses and other harmful code; (g) exploiting persons under the age of eighteen (18) in a sexual or violent manner, or soliciting personal information from anyone under eighteen (18); (h) soliciting passwords or personally identifying information for commercial or unlawful purposes from other users; (i) except as approved by us in writing, conducting commercial activities and/or promotions such as contests, sweepstakes, barter, advertising, or pyramid schemes; (j) subleasing your account or offering “free space” on or other access to your account to third parties; (k) improperly using support channels or complaint buttons to make false reports to Outinomic; (l) violating any other terms governing the access or use of the Services; (m) using the Services for fraudulent transactions or for any purpose that violates any applicable local, state, national, or foreign laws, regulations, or treaties; or (n) otherwise creating liability for Outinomic.
    3. Enforcement by Us.  We have the right (but not the obligation) to review any or all portions of Your Content and delete (or modify) any of Your Content from our Site or Services for any reason, including if we believe, in our sole judgment, Your Content violates this Agreement or is Prohibited Content, or that we believe, in our sole judgment, constitutes or promotes Prohibited Conduct or otherwise threatens the safety of, or harms any other person, or creates liability for us or any other person.  We reserve the right (but have no obligation), in our sole discretion, to investigate and take appropriate action, including removing Your Content from our Site or Services (or modifying it), suspending or terminating your account and/or suspending or terminating the provision of our Services, and/or reporting you to law enforcement authorities, if you violate any provision of these Terms.  In order to cooperate with legitimate governmental requests, subpoenas or court orders, to protect our systems, affiliates, service providers, partners, and other users, or to ensure the integrity and operation of our business and systems, we may access and disclose any information or content we consider necessary or appropriate, including your account information (i.e. name, e-mail address, etc.), IP address and traffic information, usage history, Your Content, and your conduct.
  6. Location Information.  You may add, identify, or modify location information on the Services.  You should be careful about adding or identifying location information because location information will be available to your invitees and identified with your user name and user profile (for example, adding or identifying your home discloses location information about your home to your invitees and your user name and user profile). If you decide to add or identify location information on the Services, you do this entirely at your own risk.
  7. Public Areas and Invitee Areas.  “Public Areas” are those areas of our Site or Services such as chat rooms or forums, message boards, bulletin boards, news groups, and pages that include testimonials, to which you may send communications that are publicly available to anyone who may have access to that public area.  “Invitee Areas” are those areas of our Site or Services that may be accessed only by you and any of your invitees logging in with his/her account username.  You should be careful about your communications in Public Areas because these communications disclose to the public your user name and user profile and any personal information you choose to disclose.  Similarly, you should be careful about your communications in Invitee Areas because these communications disclose to your invitees your account username and any personal information you choose to disclose, including, without information, medical, health, training and other fitness related information.  Any information you include in any public profile is also available to others.  You (and not Outinomic) are solely responsible for your communications and the consequences of posting these communications to any Public Area and/or Invitee Area.  Outinomic provides the Site, Software, Platform, and Services solely as a platform to allow you to communicate and develop training plans and programs with your invitees, and as such Outinomic is not responsible for your plans, or any content, conduct, success or failure related to your communications, plans, or fitness programs developed or shared with your invitees.
  8. Third Party Content, Websites and Links. The Site, Software, Platform, or Services might display, include or make available third party content (including, without limitation, data, information, articles, applications or other products, services and/or materials) or contain links to third party websites, services, and advertisements (collectively, the “Third Party Materials”). We make no representation or warranty regarding any content, goods or services contained in such Third Party Materials, and will not be liable for any claim relating thereto. These Third Party Materials are not under the control of Outinomic, and Outinomic has no responsibility for, their content, goods, services, performance, operation, availability, business practices or policies. We are providing these Third Party Materials to you only as a convenience and we do not imply any endorsement or recommendation of their content, goods, or services, or of any association of us with such third parties.  If you decide to access any of these Third Party Materials, you do this entirely at your own risk and any separate charges or obligations you incur in your dealings with these third parties, are your responsibility.  Third Party Materials including third party websites are subject to their own terms and policies, including privacy and data gathering practices
  9. Fees; Subscriptions; Payment Terms
    1. Fees. Outinomic does not charge fees for the download of the Software. In the future, if Outinomic plans to offer the Software subject to a fee, Outinomic will update these Terms.  In order to access certain content or functionality of the Outinomic Service, you must purchase a subscription to the Outinomic Service pursuant to a written or electronic purchase order (“Subscription”).  You acknowledge and agree that any charges and rates charged by your mobile carrier, including for data and messaging plans which are required to use the mobile features of the Services, are your sole responsibility.
    2. Subscription Services. During the term of your Subscription as set forth on the applicable purchase order, Outinomic will provide you access to the Subscription services as set forth in the purchase order (“Subscription Service”). The Subscription Service shall begin on the date you purchased the Subscription and thereafter, you Subscription shall automatically renew for successive periods equal to the initial Subscription term, unless you provide us with written notice of non-renewal or termination prior to the expiration of the term of your then-current Subscription. For more information regarding Subscription Services, including pricing, please see our Subscription Services page located here http://outinomic.com.
    3. Payment Terms. All fees are non-refundable and non-returnable.  You agree and shall pay to Outinomic the fees specified in the purchase order, in accordance with the payment terms specified therein.  Outinomic may increase the amount of fees and rates payable by you upon written notice, provided that any such increase shall not be more than once in any twelve (12) month period.  If you are paying by credit card, you authorize us to charge your credit card or bank account for all fees payable during the applicable term.  The fees are exclusive of all applicable sales, use, value-added and other taxes, or other similar charges, and you will be responsible for payment of all such taxes (other than taxes based on Outinomic’s income), and any related penalties and interest, arising from the payment of the fees, the delivery of the Outinomic Service, or performance of any services by Outinomic
  10. Proprietary Rights
    1. Service Content.  You acknowledge that all intellectual property rights in our Site, Software, Platform, Services and the underlying technology, and all information and content available on our Site, Software, Platform or through the Services, excluding Your Content (as defined in Section 10.2 below) but including accounts (collectively, the “Service Content”), are owned by us and our suppliers (including other users).  The Service Content is protected by copyright laws throughout the world.  Subject to your compliance with these Terms, Outinomic grants you a limited, non-exclusive, non-transferable, non-sublicenseable, revocable license to view and use the Service Content as permitted by the Services for your personal non-commercial purposes.  No other use of the Service Content is authorized.  In consideration of this authorization, you agree that any copy of the Service Content that you make shall retain all copyright and other proprietary notices in the same form and manner as on the original.  You may not otherwise use, download, upload, print, display, perform, reproduce, publish, license, post, transmit, modify, create derivative works of, reverse engineer, disassemble, decompile, adapt, distribute, transfer, or exploit any Service Content in whole or in part without our prior written authorization.  We and our suppliers (including other users) reserve all rights not granted in these Terms.  There are no implied licenses.
    2. Your Content.  We do not claim ownership in any text, graphics, images, sounds, video, and other material, information, or content, uploaded to, or transmitted on or through, the Site, Software, Platform or Services by you, but excluding any Feedback you submit (collectively, “Your Content”).  We are not obligated to back up any of Your Content.  You are solely responsible for creating backup copies of and replacing any of Your Content that you post or store on or through the Outinomic Service, at your sole cost and expense.  You hereby grant to Outinomic, under all intellectual property and proprietary rights, a worldwide, perpetual, irrevocable, non-exclusive, fully-paid and royalty-free license, with the right to sublicense through multiple levels, to store, reproduce, modify, create derivative works of, publish, distribute, transfer, transmit, publicly display, publicly perform, and otherwise use Your Content in connection with providing the Outinomic Service.  You should only upload Your Content to the Outinomic Service (a) for which you are willing to grant the licenses described above and (b) for which you have sufficient rights to grant the licenses described above
    3. Feedback. If you provide any suggestions, ideas, feedback, or recommendations to us regarding our Site, Software, Platform, Services, or the Service Content (collectively, “Feedback”), we may use such Feedback for any purpose, provided we will not associate such Feedback with your account username. So that we may incorporate Feedback into our products and services, we may offer to you and/or other users, you agree that Outinomic alone will own all worldwide right, title and interest, including all related intellectual property rights, in and to all Feedback and you hereby irrevocably and unconditionally assign such Feedback and all such rights to Outinomic free of charge.  If such assignment is ineffective under applicable law, you hereby grant to Outinomic, under all intellectual property and proprietary rights, a worldwide, perpetual, irrevocable, non-exclusive, fully-paid and royalty-free license, with the right to sublicense through multiple levels, to store, reproduce, modify, create derivative works of, publish, distribute, transfer, transmit, publicly display, publicly perform, use and exploit in any manner any and all Feedback. To the extent permitted by applicable laws, you hereby waive any moral rights or rights of publicity or privacy you may have in the Feedback.
  11. Modification.  Outinomic reserves the right, at any time, to modify, suspend, or discontinue the Site, Software, Platform, or Services, including any content thereon, or any parts of the foregoing with or without notice.  You agree that Outinomic will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site, Software, Platform or Services, including any content thereon, or any parts of the foregoing with or without notice.
  12. Security.  Security is a high priority for us, and we make reasonable efforts to protect your account through the design of our Site, Software, Platform and Services, as well as through technical means, including the use of encryption and firewalls.  However, no company, including Outinomic, can fully eliminate security risks connected to handling data on the Internet and you acknowledge, understand and agree that we cannot and do not guarantee the security of your account or Your Content, including your personal information, while it is transmitted over the Internet or stored on our Site, Software, Platform or Services.
  13. Release.  You agree that we do not assume any responsibility or liability for the content (including location information) provided by, or the conduct of, any user and you bear the entire risk of continuing to use the Site, Software, Platform, Services, and Service Content, including your interactions with other users of the Outinomic Service.  You agree that Outinomic will not be responsible for any claim, loss, liability, personal injury (including death), damage, cost or expense, incurred as the result of any such interactions with other users or third parties.  If there is a claim or dispute between you and any such users or third parties, we are under no obligation to become involved.  You hereby release and forever discharge us, our directors, officers, employees, agents, successors, and assigns, from, and hereby waive and relinquish, each and every past, present and future disputes, claims, controversies, demands, rights, obligations, liabilities, actions and causes of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any of your interactions with, or the acts or omissions of, any such users or third parties.  IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
  14. Indemnity.  You agree to defend, indemnify, and hold Outinomic and its directors, officers, employees, agents, successors, and assigns (collectively, the “Indemnified Parties”), harmless from and against any claim, liability, loss, injury, damage, cost, or expense (including attorneys’ fees) incurred by Outinomic or any Indemnified Party arising out of or relating to (a) your access and use of, or inability to access and use, the Site, Software, Services, Platform, or Service Content, (b) Your Content, (c) your violation or breach of any provision in these Terms or your violation of any rights of a third party, and/or (d) your Prohibited Content or Prohibited Conduct.
  15. Termination.  You may terminate your account with us at any time and for any reason by providing notice of termination to accountmanagement@outinomic.com.  We reserve the right to terminate or suspend your account or your access to any or all portions of the Site, Software, Platform or Services at any time, for any reason, including your violation or breach of any provision in these Terms.  All licenses granted to you in these Terms will immediately cease upon any termination of these Terms.  If your account or access to the Site, Software, Platform or Services is terminated or suspended whether by you or by Outinomic, you will have no further right to access any of the foregoing or your account. The following Sections shall survive any termination, discontinuation or cancellation of the Outinomic Service or your account: 1, 2, 4, 5, 8, 9.3, 12, 13, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 21 and 22.
  16. Disclaimer
    1. THE SITE, SOFTWARE, PLATFORM, SERVICES, AND SERVICE CONTENT, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WE DO NOT REPRESENT, WARRANT, OR GUARANTEE THAT THE SITE, SOFTWARE, PLATFORM, SERVICES, OR SERVICE CONTENT, WILL BE UNINTERRUPTED, ERROR-FREE, VIRUS-FREE, OR THAT DEFECTS WILL BE CORRECTED.  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES REGARDING THESE TERMS AND THE SITE, SOFTWARE, PLATFORM, SERVICES, AND SERVICE CONTENT, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE OR USE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, OR CURRENTNESS.  NO WARRANTIES ARE MADE BY ANY OF OUR SUPPLIERS. YOUR ACCESS AND USE OF THE SITE, SOFTWARE, PLATFORM, SERVICES, AND SERVICE CONTENT, IS AT YOUR OWN RISK.
    2. YOU UNDERSTAND AND AGREE THAT THE SUBMISSION OF ANY OF YOUR CONTENT, INCLUDING ANY LOCATION INFORMATION, TO US THROUGH OUR SITE, SOFTWARE, PLATFORM OR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR CONTENT. YOU ARE SOLELY RESPONSIBLE FOR CREATING BACK UPS OF YOUR CONTENT.
  17. Limitation of Liability
    1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUTINOMIC WILL NOT BE LIABLE IN ANY WAY FOR ANY CLAIM, DAMAGE, COST, LIABILITY, OR LOSS OF ANY KIND, INCLUDING LOSS OR DAMAGE TO YOUR ACCOUNT, YOUR CONTENT, OR OTHER DATA OR INFORMATION, OR PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE, ARISING FROM OR RELATING TO THE USE OF OR INABILITY TO USE THE SITE, SOFTWARE, PLATFORM, SERVICES, OR SERVICE CONTENT, FOR ANY REASON, INCLUDING INTERRUPTIONS OF THE SITE, SOFTWARE, PLATFORM, OR SERVICES CAUSED BY (A) SOFTWARE OR HARDWARE FAILURES OR ISP DISRUPTIONS, (B) DELAYS, NON-DELIVERIES, ERRORS, SYSTEM DOWN TIME, MISDELIVERIES OR SERVICE INTERRUPTIONS CAUSED BY US, (C) YOUR CONTENT, (D) LOCATION INFORMATION PROVIDED BY YOU, ANY OTHER USER, OR OTHERWISE DISCLOSED ON THE SERVICES, OR (E) YOUR OR ANY OTHER USER’S ERRORS OR OMISSIONS.
    2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL OUTINOMIC BE LIABLE IN ANY WAY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATING TO THESE TERMS, THE SITE, SOFTWARE, PLATFORM, SERVICES, OR ANY SERVICE CONTENT, EVEN IF OUTINOMIC HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
    3. OUTINOMIC’S AGGREGATE CUMULATIVE LIABILITY TO YOU ARISING FROM OR RELATING TO THESE TERMS, THE SITE, SOFTWARE, PLATFORM, SERVICES, AND SERVICE CONTENT, FOR ANY CAUSE WHATSOEVER, REGARDLESS OF THE FORM OF THE ACTION, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) 100 US DOLLARS ($100) OR (B) THE AMOUNTS YOU HAVE PAID OUTINOMIC IN THE SIX (6) MONTHS PRECEDING THE DATE OF THE FIRST CLAIM GIVING RISE TO THE LIABILITY.
    4. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF OR INABILITY TO USE THE SITE, SOFTWARE, PLATFORM, SERVICES, OR SERVICE CONTENT.
  18. 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 limitations in Sections 16 and 17 above may not apply to you.
  19. Availability of the Outinomic Service. Information describing the Outinomic Service is accessible worldwide but this does not mean the Outinomic Service or certain portions thereof are available in your country. We may restrict access to the Outinomic Service or portions thereof in certain countries. It is your responsibility to make sure that your use of the Outinomic Service is legal in your country of residence. The Outinomic Service may not be available in all languages. If at our reasonable determination, you use the Outinomic Service or any other material or services provided by us to you under these Terms in a manner that violates laws, or creates an excessive burden or potential adverse impact on our systems, in addition to any of its other rights or remedies, we may, without liability to us, immediately suspend or terminate your access to the Outinomic Service.
  20. Copyright Infringement.  If you believe that any content made available on or through the Outinomic Service violates your copyright or proprietary rights, please see our Copyright Policy located at http://outinomic.com/copyright for instructions on sending us a notice of copyright infringement. It is the policy of Outinomic to terminate the user accounts of repeat infringers.
  21. Marks. All trademarks, logos and service marks displayed on the Site, Software, Platform, or Services (“Marks”) are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
  22. General Terms.  Neither the rights nor the obligations arising under these Terms are assignable by you, and any such attempted assignment or transfer shall be void and without effect.  Any waiver, amendment or modification of any provision of these Terms must be in writing and executed by both parties.  The failure of either party to exercise any right provided for by these Terms shall not be deemed a waiver of that right.  Each party represents and warrants to the other that the execution and delivery of these Terms and the performance of such party’s obligations have been duly authorized and that these Terms is a valid and legal agreement binding on the party and enforceable according to its terms.  You agree not to export, re-export, or transfer, directly or indirectly, any United States technical data acquired from us, in violation of United States export laws or regulations.  If any term or provision of these Terms is determined to be illegal, unenforceable, or invalid in whole or in part for any reason, that provision shall be stricken from these Terms and shall not affect the legality, enforceability or validity of the remainder of these Terms. The parties acknowledge and agree that they are dealing with each other as independent contractors and nothing in these Terms and its performance shall be construed as creating a joint venture or agency between Outinomic and you.  Outinomic may delegate the performance of any services hereunder to its affiliates and contractors.  These Terms, the Privacy Policy, and the Additional Terms constitute the entire agreement between the parties regarding the subject matter, and supersedes all prior oral or written agreements or communications with regard to the subject matter described herein.   Any notice to you may be provided by email to the email address designated in your user account.  The headings of the Sections of these Terms are for convenience and are not to be used in interpreting these Terms.  As used in these Terms, the word “including” means “including but not limited to.” Any delay in performance of any duties or obligations of either party will not be considered a breach of these Terms if such delay is caused by a labor dispute, shortage of materials, fire, earthquake, flood, telecommunications or Internet failure, or any other event beyond the reasonable control of such party. These Terms will be governed by the laws of the State of California, United States of America without giving effect to any conflict of laws principles. By using our Site, Software, Platform or Services you hereby expressly consent to personal jurisdiction and venue in the state and federal courts for Santa Clara County, California, United States of America for any lawsuit filed there against you by us arising from or relating to these Terms.
  23. Question or Additional Information.  If you have any questions regarding these Terms, please send an email to support@outinomic.com.

Outinomic, Inc.
5815 Brandon Court
San Jose, CA 95123

© 2018, Outinomic, Inc.  All Rights Reserved.