TERMS OF SERVICE
These Terms of Service (this “Agreement” or “Terms”) concern the online or digital properties, products, and services of Anaconda, Inc. (“Anaconda”, “Us”, “our”, or “We”) described further below; and constitute a legally binding contract between you (together with any person helping you visit, access, register with or use any of those online or digital properties, products or services, “you” or “your”) and Anaconda (with you and Anaconda sometimes referred to herein each as a “Party” and together as the “Parties”). The online or digital properties, products and services which are the subject of this Agreement include:
The website(s) published by Anaconda that link(s) to this Agreement, including the Nucleus platform (each with its respective pages and features, a “Site” and collectively “Nucleus”); and
The content services offered, published, distributed or transmitted by Anaconda on or through Nucleus (collectively, the “Service(s)”).
Please read these Terms carefully before accessing or using Nucleus or the Services because it constitutes a legally binding contract between you and Anaconda that applies to each and every Site and Service, even if you only visit, access, register with or use only one Site or Service. THIS INCLUDES THE “DISPUTE RESOLUTION” CLAUSE CONTAINED IN THESE TERMS, WHICH PROVIDES FOR WAIVERS OF JURY TRIALS AND CLASS ACTIONS.
You are automatically accepting and agreeing to the most-recent version of these Terms whenever you create, register with or log into an account on or through Nucleus. Similarly, you are automatically accepting and agreeing to the most-recent version of these Terms whenever you visit, access, register with, subscribe to or use Nucleus or the Service; and your continuing visit, access, registration with, subscription to or use of any of the forgoing reaffirms your acceptance and agreement in each instance.
If you do not accept and agree to these Terms in its entirety, then you are strictly prohibited from visiting, accessing, registering with, subscribing to or using any Site or Service.
Anaconda may supplement, amend or otherwise modify these Terms at any time. Such modifications will be communicated to you through one or several methods as determined and selected solely by Anaconda. Methods We commonly employ are (i) posting on this or another page of a Site; (II) emailing to the email address associated with your User Account (defined below); and posting directly to your User Account (defined below). Changes to the Terms shall be deemed effective as of their stated effective or modification date. It is your responsibility to carefully review these Terms and your User Account (defined below) each time you visit, access, register with, subscribe to or use Nucleus or the Service.
- Eligibility. Nucleus and the Services are offered only to users over thirteen (13) years of age (i.e., 14 years of age or older), and who have accepted these Terms. By visiting, accessing, registering with, subscribing to or using Nucleus or a Service, you represent and warrant to Anaconda that you meet these eligibility criteria, and that: (1) are over the age of 18 or otherwise the age of majority in your jurisdiction; or (2) you are the parent or legal guardian of a minor user, you will monitor your minor’s use of Nucleus and the services, and you agree to be bound by these Terms on their behalf. You agree to comply with all applicable laws for visiting, accessing, registering with, subscribing to and using Nucleus and any Service, and for purchasing and using any products or services on or through Nucleus, and you may only use Nucleus and Services for lawful purposes. IF YOU DO NOT MEET THESE CRITERIA, YOU CANNOT USE NUCLEUS OR THE SERVICES.
- User Account.
- Registration. To access and use certain Services and portions of Nucleus, you may need to register with and create a personal user account with Us through Nucleus (a “User Account”), as well as reaffirm your acceptance of and agreement to these Terms and those additional terms, conditions and policies referenced herein, as We may require from time-to-time.
- User Account Activity and Information. You are responsible for all activity that occurs under your User Account and you are prohibited from authorizing or allowing any third party to access or use your User Account. Accordingly, you should take all steps necessary to protect and keep secret your User Account details and access information (including your login name and password) and that absent such notice from you, you agree that We may assume that any communications We receive from, through or in reference to your User Account (including Posts (defined herein) are made by you. You should also maintain accurate, complete, and up-to-date information in your User Account (including, without limitation, maintaining a valid and current payment method and email address) because your failure to do so may result in your inability to access, use or receive all or any part of Nucleus or Service and/or our termination of these Terms. For the sake of security, you must immediately notify Us if you suspect that a third-party has gained access to or is making any use of your User Account without authorization. For the avoidance of doubt, Anaconda has the unencumbered right to access and use, and to allow its agents, employees, representatives, contractors and vendors to access and use, the information in your User Account to facilitate the exercise and performance of our rights and obligations under these Terms, the operation of Nucleus, the provision and performance of the Services and/or any other rights, obligations, operations and services related to the subject matter of these Terms (including, without limitation, payments, and communications).
- Your Devices. Certain portions of Nucleus or certain Services may be configured for, and We may offer Nucleus or Services through, certain computers, tablets, smart phones or other electronic devices (“Device(s)”); and these Terms shall apply with equal force and measure to your visit, access, registration with, subscription to and use of Nucleus, and/or the Services through such Devices. You are responsible for obtaining and updating the Device, software, operating system, carrier and network access necessary to properly visit, access, register with and use Nucleus or the Service. We do not guarantee that Nucleus or any of the Services or any portions thereof will function on or in connection with any particular Device, software, operating system, carrier or network. If you visit, access, register with, subscribe to or use Nucleus or Service through a particular Device, then you hereby acknowledge and agree that information about your use of such Site or Service through that Device or its carrier or network (such as, by way of example only, the identity of your Device, or your Device’s carrier or network) may be communicated to Anaconda and/or certain third-parties (such as, by way of example only, your Device’s carrier or network). All or any part of the voice, message and data fees, rates, charges and taxes of your Device’s carrier or network, or another third-party, may apply to your visit, access, registration with, subscription to and/or use of Nucleus and/or Service. We are not responsible for, and you further accept full responsibility for, all Device carrier and network fees, rates, charges and taxes which may apply, if any.
- Ownership. Nucleus and the Services and all elements and derivatives of the foregoing (including, without limitation, all content, information, source codes, object codes, data, instructions, documentation and expressions), as well as all copyrights, trademarks, trade secrets and other intellectual properties of the foregoing, are owned, licensed or permissibly used by Anaconda. In no event shall you have or retain any rights, titles or interests in or to the foregoing other than those limited rights expressly granted to you under these Terms. No rights or permissions granted to you under these Terms are coupled with an interest. Nothing contained in these Terms shall be construed as a waiver or limitation of Anaconda’s or its licensors’ respective rights and remedies under applicable law.
- Rights, Permissions, and Consents.
- License of the Site. Subject to these Terms, We grant you a limited, non-exclusive, personal, freely-revocable, non-transferable and non-sub-licensable license to access and view the various publicly displayed pages of our Sites, and to view the information and content found thereon. If you have a User Account in good standing, then, subject to any associated payment, registration and subscription obligations imposed by or with the prior consent of Anaconda, said license shall extend to the registration- or subscription-only pages or features of the applicable Site or Service. Your unauthorized use of Nucleus or the Services, or any breach by you of these Terms, automatically terminates this license.
- License of the Services. Subject to compliance with these Terms, and, as applicable, any associated payment and registration or subscription obligations as imposed by or with the prior consent of use, We grant you a limited, non-exclusive, personal, freely-revocable, non-transferable and non-sub-licensable license to access and use the Services made available on or through Nucleus. For the avoidance of doubt, the foregoing license does not grant you any right to reproduce (other than Anaconda-permitted downloads, if any), publicly perform, publicly display, publish, distribute, transmit or create derivatives of the Services or any elements or derivatives thereof (including, without limitation, or any content, information, data or documentation found thereon or therein, in whole or in part), and you are prohibited from engaging in any such activities. If you obtain source code or object code from Nucleus which is provided by Anaconda, your use of that code is subject to the standard Anaconda policies for repository content available at https://www.anaconda.com/terms-of-service. Any source code or object code provided by third parties is subject to any license provided with such code. For the further avoidance of doubt, Anaconda may, from time-to-time, conduct certain audit, repair, modification or testing activities in relation to Nucleus and/or the Services for purposes of developing, operating, improving, researching, troubleshooting, repairing, updating or modifying the foregoing; and Anaconda reserves the right, but not the obligation, to perform such activities without notice to you, and to exclude you from those activities without notice to you. Your unauthorized use of Nucleus or a Service, or any breach by you of these Terms, automatically terminates this license.
- Our Proprietary Content.
- Each Site and Service is owned and operated by Us and contains material which is derived in whole or in part from material supplied by Us or our affiliates, subsidiaries and partners, as well as other sources, and is protected by United States copyright laws, international treaty provisions, trademarks, service marks and other intellectual laws. Nucleus is also protected as a collective work or compilation under U.S. copyright and other law and treaties. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained on each Site, in any content posted on Nucleus and in the Services. You acknowledge that each Site and Service has been developed, compiled, prepared, revised, selected, and arranged by Us and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitutes valuable intellectual property of Us and such others. You agree to protect all such proprietary rights of Ours and all others having rights in Nucleus or Service during and after the term of these Terms and to comply with all reasonable written requests made by Us or our suppliers and licensors of content or otherwise (“Suppliers”) to protect their and others’ contractual, statutory, and common law rights in each Site and Service. You agree to notify Anaconda immediately upon becoming aware of any unauthorized access or use of Nucleus or the Services by any individual or entity or of any claim that Nucleus or Services, or component part of either, infringe upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including rights in and to all applications and registrations relating to each Site and Service shall, as between you and Us, at all times be and remain our sole and exclusive property.
- You may not use any of our trademarks, trade names, service marks, copyrights, or logos in any manner which creates the impression that such items belong to or are associated with you or, except as otherwise provided herein, are used with our consent, and you acknowledge that you have no ownership rights in or to any such items.
- Except as provided in Section 6(b), You may not modify, copy, reproduce, republish, upload, post, transmit or distribute in any way any material from Nucleus or the Service, including content, code and software (collectively, “Site Material”) unless specifically granted written permission to do so by Us (including any permission included in these Terms). Site Material may include inaccuracies or typographical errors. We have the right but not the obligation to make changes and updates to any Material without prior notice.
- Links to Our Sites. You are permitted to link to Nucleus subject to
strict compliance with the following terms:
- No link to any Site may be “framed” if the “frame” contains any advertising or other commercial text or graphics.
- Except as prohibited above, any on-line cable, wireless, or other Internet website, service, or browser (such as fan websites, search engines and directory websites), may link to Nucleus without the additional permission from Us if: (i) it is an on-line cable, wireless or other Internet website, service, or browser that does not contain any content or service (or link to any on-line cable, wireless or other Internet website, service, or browser that does not contain any content or service) that, in our sole opinion, is distasteful, offensive or may reflect adversely upon our reputation and goodwill; (ii) the link is a plain text link and does not include any mark or logo directly associated with Us; and (iii) the link is spatially separated from and not otherwise associated with any sponsorship advertising or other commercial text or graphics that may be on the page/area containing such plain text link. Links to our Site, and the existence of such links do not constitute an endorsement by Us of the linked services or the content thereof.
- License of User Materials.
- All articles, code, ideas, reviews, comments, information, public messages, names, photographs, video clips, communications and any other content that you submit to or publish on, through or in relation to Nucleus or the Services, including those which you submit to or publish on any online social media account that you own and link or otherwise associate with Nucleus or your User Account, if any and as applicable, is hereinafter defined as “User Materials.” You hereby grant Anaconda an irrevocable, non-exclusive, royalty-free, fully-paid, transferable, sub-licensable, perpetual and universe-wide license for Anaconda to host, store, reproduce, transmit, distribute, sell, resell, license, sublicense, market, modify, adapt, create derivative works, communicate, translate, publish, syndicate, publicly perform, publicly display, archive and otherwise use and exploit all or any part of such User Materials and any elements and derivatives thereof in any manner, medium or form, whether now known or hereinafter devised, as Anaconda sees fit in its sole discretion.
- You acknowledge and agree that We and our designees may or may not, at our discretion, pre-screen User Materials before its appearance on Nucleus or through a Service, but that We have no obligation to do so. You further acknowledge and agree that We reserve the right (but We do not assume the obligation) in our sole discretion to reject, move, edit or remove any User Material that is contributed to Nucleus or Service. Without limiting the foregoing, We and our designees shall have the right to remove any User Material that violates these Terms or is otherwise objectionable in our sole discretion. You acknowledge and agree that We do not verify, adopt, ratify, or sanction User Material, and you agree that you must evaluate and bear all risks associated with your use of User Material or your reliance on the accuracy, completeness, or usefulness of User Material. You understand that by using Nucleus or the Service, you may be exposed to User Material that you may consider offensive or objectionable. You also acknowledge that We are a provider of an interactive computing service as set forth the Communications Decency Act, 47 U.S.C. §230. We are not the publisher or speaker of any information provided by another on or through Nucleus or the Services.
- You represent and warrant to Anaconda that you own or are otherwise authorized to submit your User Materials, and that use of the User Materials will not violate any copyrights, trademarks, or other intellectual property rights held by third parties.
- Preview, Alpha, and/or Beta Features. You acknowledge and agree that: (a) certain features and content included in Nucleus, including those labeled “beta”, “preview”, “alpha”, etc., have not been commercially released by Anaconda; (b) components of Nucleus may not operate properly, be in final form or fully functional; (c) components of Nucleus may contain errors, design flaws or other problems; (d) it may not be possible to make those preview, alpha or beta features fully functional; (e) the information obtained using Nucleus may not be accurate; (f) use of Nucleus may result in unexpected results, loss of data or communications, project delays or other unpredictable damage or loss; (g) Anaconda is under no obligation to release a commercial version of any of the components of Nucleus; and (h) Anaconda has the right unilaterally to abandon development of any components of Nucleus, at any time and without any obligation or liability to you. You acknowledge and agree that You should not rely any component of Nucleus for any reason. You are solely responsible for maintaining and protecting all data and information that is retrieved, extracted, transformed, loaded, stored or otherwise processed by any components of Nucleus. You will be responsible for all costs and expenses required to backup and restore any data and information that is lost or corrupted as a result of your use of Nucleus.
- Reservation of Rights. Nothing in these Terms shall restrict or limit our rights, title or interest in or to any of Nucleus, the Services, the User Materials or any elements or derivatives of the foregoing.
- Warnings; Disclaimers. Please note that the User Materials might become the subject of public disclosure. Thus, We are not responsible for, and expressly disclaim any liability arising from or in connection with, our use of any User Materials in accordance with these Terms.
- Suspension or Termination of Service; Disclaimer. Anaconda has the right, but not the obligation, to suspend or terminate the function or existence of all or any part of Nucleus, the Services and/or your User Account at any time, and without notice or recourse, as Anaconda deems advisable in its sole discretion. Anaconda shall not be liable to you or any third-party(s) for any loss or damage that is caused by or arises from or in connection with any such suspensions or terminations (including, without limitation and by way of example only, refunds, lost profits, lost opportunities, monetary damages, disruption in or loss of service or loss of content).
- Unsolicited Materials; User-Posted Content.
- We do not accept unsolicited materials or ideas for content, and you acknowledge and agree that neither Us nor any of our content providers are responsible or liable for the similarity of any information or content made available on, through or in relation to Nucleus, any of the Services or your User Account.
- On some Sites, certain Services may enable individuals with a User Account to submit, post, upload or otherwise make available or visible to Us and other Site visitors User Materials (collectively, “Posts”). For avoidance of doubt, all warranties you make and rights granted in this Agreement apply to all Posts.
- NOTICE OF COPYRIGHT INFRINGEMENT
We comply with the notice and takedown procedures established under the Digital Millennium Copyright Act (17 U.S.C § 512).
If you believe your copyrighted material has been infringed upon, please send written notice to:
815 Brazos St., Suite A #558
Austin, Texas 78701, US
Phone: (512) 222-5440
Email: [email protected]
Pursuant to the Digital Millennium Copyright Act, you must include the following information in your written notice for it to be effective:
- A detailed description of the copyrighted work you believe is being infringed upon;
- A description (such as the subdomain link) of the location where the allegedly infringing content appears;
- Your contact information, including your name, address, telephone number, and, if available, email address;
- A statement that you have a good-faith belief that the allegedly infringing use is not authorized by you as the copyright owner, by your agent, or by law;
- A statement affirming that, under penalty of perjury, the information in the notice is accurate and that you are, or are authorized to act on behalf of, the copyright owner;
- An original or electronic signature of the copyright owner or someone authorized on the owner's behalf to assert infringement of copyright and to submit the statement; and
- Any other information you believe will help Us assess your claim.
Upon receipt of notice of claimed infringement, We will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content at issue.
Please do not send any other communications to the Designated Agent, who is appointed solely for the purposes of receiving notices of copyright claims under the DMCA.
- Prohibited Activities. You shall not engage in any of the following activities at any time with respect to Nucleus or a Service: (a) the impersonation of any person or entity; (b) any act that infringes or otherwise violates the intellectual property, privacy or publicity rights of any person or entity (including, without limitation, the copyrights, trademarks, patents, and trade secrets held by Us or its licensors with respect to Nucleus or a Service); (c) the reproduction of Nucleus or the Services or any communications, information or content found thereon or therein, in whole or in part, or the creation of any derivatives works of the foregoing (unless expressly authorized by these Terms) subject to the terms contained in Section 6(b); (d) the publication of any content that is objectionable or illegal (including, without limitation, content that is indecent, obscene, infringing, an invasion of privacy, defamatory, disparaging, false, deceptive, misleading, untruthful, fraudulent, threatening or abusive or degrades others on the basis of gender, race, class, ethnicity, national origin, religion, sexual preference, disability or other classification); (e) the publication of a person’s or entity’s personal information or private facts without his/her/its prior written consent; (f) the publication of any machine, computer or randomly generated content; (g) supplying or publishing any information or statements on, through or in relation to Nucleus that is false, misleading, deceptive or incorrect; (h) any act intended or designed to drive traffic to or boost the search rankings of third-party websites, networks, platforms, servers or applications; (i) the systematic retrieval or copying of any information or content found on, through or in relation to Nucleus or the Services or their servers to directly or indirectly create or compile, in whole or in part, a collection, compilation, database or directory; (j) the use of any software, program, process, device, application or routine (including, by way of example only, robots, scrapers, spiders, viruses, spyware and malware) to monitor, copy, disrupt, damage, injure, interfere with or impermissibly access, in whole or in part, Nucleus or Service or their servers; (k) any act that involves or concerns decrypting, security bypassing or circumventing, hacking, data mining, data scraping, data harvesting, reverse engineering, decompiling, disassembling, attempting to derive source code, modifying, copying or the like on, through or in relation to Nucleus or Service or their servers; (l) any act that overloads, unreasonably disrupts, or unreasonably interferes with the infrastructure of Nucleus or Service or their servers; (m) any act that gains or attempt to gain unauthorized access to computer systems, networks, information or materials on, through or in relation to Nucleus or Service or their servers; or (n) any other act that We become aware of and believe in good faith is improper, illegal or harmful to Nucleus, their servers or any person, entity or property.
- Links to Other Sites, Apps, Networks, Platforms and Servers.
- Linked Technologies. Each Site and Service and/or any communications sent on, through or as a function thereof may contain links to third-party websites, networks, platforms, servers and/or applications, and, similarly, third-party websites, networks, platforms, servers, applications and/or communications may contain links to Nucleus and/or Service (collectively, “Linked Technologies”). The Linked Technologies are not under the control of Anaconda or its affiliates. Each Site, the Services and any such communications contain the outgoing links as a convenience to you, if for any purpose. YOU SHOULD REVIEW ANY APPLICABLE PRIVACY POLICIES AND TERMS OF SERVICE PUBLISHED THROUGH THE LINKED TECHNOLOGIES.
- Take Down. We reserve the right, but not the obligation, to take down or otherwise exclude from Nucleus, without notice or recourse, any communications, names, photographs, videos, comments, reviews, information and/or content made or submitted by you (including specifically but without limitation Posts) or others on or through Nucleus which We believe at any time and in its sole discretion to be infringing or otherwise in violation of the proprietary, privacy or publicity rights of any person or entity; plagiarizing; defamatory; disparaging; embarrassing towards any person or entity; disclosing of confidential, private or personal information about or belonging to any person or entity; profane; indecent; obscene; racist, sexist, or otherwise derogatory in terms of race, nationality, religion, gender, gender identification, sexual orientation or otherwise; threatening; abusive; illegal; false; misleading; deceptive; inciting violence; hate speech; and/or a political attack on a group or individual.
- User Representations, Warranties, and Covenants. You represent, warrant and covenant to Anaconda that: (a) you are a natural person and of eighteen (18) years of age or older, or otherwise the age of majority in your jurisdiction; (b) you have read and understand these Terms in its entirety; (c) you have the full right and authority to enter into and abide by the terms and conditions of these Terms; (d) you understand and acknowledge that by accepting these Terms you are giving up certain legal rights and remedies; (e) you voluntarily accept and agree to, and will fully comply with, the terms and conditions of these Terms; (f) you will not violate any applicable international, federal, state or local laws which may concern Nucleus, its servers, the Services or any information, communications or content found on or through them; (g) you are the exclusive owner of all rights, titles and interests in and to the User Materials (including, without limitation, all copyrights, trademarks, patents, trade secrets, rights of publicity and rights of privacy) and/or, if applicable, have secured all necessary rights and permissions from all subjects depicted in, and all persons and entities who authored, own or contributed to, the User Materials to allow for your performance and grant of rights hereunder; (h) the User Materials are wholly original to you; (i) the User Materials do not and will not infringe upon or otherwise violate the proprietary, publicity or privacy rights of any person or entity; (j) the User Materials do not and will not defame, disparage, embarrass or disclose confidential, private or personal information about or belonging to any person or entity; (k) nothing contained in the User Materials is or will be, or contains or will contain, links to material that is, profane, indecent, obscene, threatening, abusive, illegal, false, misleading or any form of spam, malware, virus, bug, bot, spyware or other malicious or tracking technology; (l) We are not required to seek the permission of or compensate any third-party(s) to exercise any of the rights granted by you under these Terms; (m) no obligation, disability, agreement or adverse claim exists that may restrict your performance or grant of rights hereunder; (n) all information you provide to Us in connection with your access or use of Nucleus or Service is truthful and accurate; and (o) you are not listed on any United States government list of prohibited or restricted parties.
- Disclaimers and Limitations. The disclaimers and limitations set forth
in this Section are not intended to limit liability or alter your rights
as a consumer that cannot be limited or altered under applicable law.
- General Disclaimer. Your visit, access, registration with, subscription to or use of Nucleus and/or any products or services made available to you on, through or in relation to Nucleus (including, without limitation, the Services) in any way is done at your own risk. Each Site, products and services We offer, the success or performance of Nucleus or such products and services and all information, communications, content and features offered, marketed, sold, provided, licensed or made available on, through or in relation to Nucleus or such products and services are provided to you on an “as is,” “where is,” “as available,” and “with all faults” basis. We do not make, nor have We made, any representations or warranties of any kind or nature (whether direct or indirect, oral or written or express or implied) to you with respect to Nucleus, or such products and services, any such information, communications, content and features or their success, performance, functionality, quality, completeness, accuracy, reliability, marketability or safety. We expressly disclaim any and all express warranties, implied warranties (including, without limitation, implied warranties of merchantability, fitness for a particular purpose, good faith and fair dealing, title, non-infringement, performance, functionality, quality, completeness, accuracy, reliability and safety) and warranties arising from conduct, course of dealing, custom and usage in trade with respect to each Site and such products and services, any such information, communications, content or features and their success, performance, functionality, quality, completeness, accuracy, reliability, marketability and safety. We do not make, nor have We made, any affirmation of fact, promise or warranty (express, implied or otherwise) relating to any Site or Services, any such information, communications, content or features or their success, performance, functionality, quality, completeness, accuracy, reliability, marketability or safety that extends beyond the face of these Terms or that has become any basis of any bargain.
- Disclaimer About Products and Services. All descriptions, images, references, features, content, specifications, Services, Software and prices of any products or services offered on, through or in relation to Nucleus (including, without limitation, the Services) are subject to change at any time and without notice to you. The inclusion of any products or services on, through or in relation to Nucleus (including, without limitation, the Services) does not imply or warrant that they are or will be available. It is your responsibility to ascertain and obey all applicable local, state, federal and international laws (including minimum age requirements) in regard to the receipt, possession, use and sale of any product or service ordered or purchased on, through or in relation to Nucleus (including, without limitation, the Services). We reserve the right, with or without prior notice to you, to do any one or more of the following: (i) limit the available quantity of or discontinue any such product or service; (ii) impose conditions on the honoring of any coupon, coupon code, promotional code or other similar promotion; (iii) bar you from making or completing any transactions on, through or in relation to Nucleus or any Service; and (iv) refuse to provide you with any such product or service.
- Disclaimer About System Delays. You understand and acknowledge that aspects of Nucleus and/or Service may be subject to limitations, delays and other problems inherent in the use of third-party communication networks and facilities that are outside of our control. Accordingly, We shall not be responsible for, and expressly disclaim, any delays, failures, losses, injuries, liabilities or damages associated with Nucleus and/or Service which results from any system delays, downtimes, interruptions or other failures of or problems with Nucleus and/or the Services which are outside of our control (including, without limitation, scheduled maintenance or network failure).
- Disclaimer About Certain Information, Communications and Content. Any opinions, advice, reviews, statements, offers or other information, communications or content found on, through or in relation to Us, Nucleus, any of the Services or any third-party providers (including, without limitation, online forums, other websites, advertisements, and social media pages) are those of their respective authors, and not necessarily Ours; thus, they should not necessarily be relied upon. Such authors are solely responsible for the accuracy of such information, communications or content. We do not guarantee, adopt or endorse the accuracy, completeness, reliability or usefulness of any such information, communications or content, even if Anaconda or an affiliate is the author. We are not responsible for the accuracy, completeness, reliability or usefulness of any such information, communications or content. Under no circumstances shall We be liable to you or any third-parties for any loss or damage caused by or arising from or in connection with your reliance on any such information, communications or content.
- Limitation of Liability. In no event shall Anaconda or its affiliates, or any of the same’s officers, directors, members, managers, owners, partners, agents, employees, representatives, parents, subsidiaries, affiliates, successors, trustees, assigns, transferees, contractors, vendors, advertisers or licensees be held liable to (or be obligated to indemnify) you or any third-party for any direct, indirect, punitive or special damages (including, without limitation, legal costs, attorney fees, lost profits, replacement costs or repair costs) caused by or arising from or in connection with: (i) your visit, access, registration with, subscription to or use of Nucleus or a Service, or your inability to visit, access, register with, subscribe to or use Nucleus or a Service; (ii) any products or services made available on, through or in relation to Nucleus (including, without limitation, the Services); (iii) any statements, content or conduct of any third-party on, through or in relation to Nucleus or any such products or services; (iv) any unauthorized access to or alteration of your personal information; (v) any hacking, denial of service attacks, data security breaches or other third-party conduct that may lead to a compromise of your personal information or damage to your Device(s), software, operating system(s), file(s), carrier(s), network(s) or User Account; (vi) any transmission, download or infection of any software, system, program, file, process, device, application or routine (including, without limitation and by way of example only, robots, scrapers, spiders, viruses, spyware and malware) that may lead to a compromise of your personal information or damage to your Device(s), software, operating system(s), file(s), carrier(s), network(s) or User Account; (vii) the fact that you have relied on any information, content or communications published on, through or in relation to Nucleus or any such products or services; or (viii) any acts, errors or omissions of any third-party providers. If you are dissatisfied with Nucleus or any products or services offered, sold, licensed or made available on, through or in relation to Nucleus (including, without limitation, the Services), then your sole and exclusive remedy is to discontinue your access and use of the applicable Site and such products and services.
- No Injunctive Relief. If We breach or otherwise violate these Terms, then you shall not be entitled to seek or obtain, and you do hereby waive, any type of injunctive relief against Nucleus and/or any products or services made available on, through or in relation to Nucleus (including, without limitation, the Services) as a result of such breach or other violation. For the avoidance of doubt, the foregoing limitation on injunctive relief does not limit your ability to seek or recover any monetary remedies authorized by law in the event of any such breach or other violation (except for those which are otherwise expressly precluded by these Terms).
- Limitation of Remedies. If We breach or otherwise violate these Terms, then in no event shall you be entitled to recover any special, incidental, consequential, speculative or punitive damages arising out of or in relation to such breach or other violation, even if We have been notified of the possibility of such damages; and in no event shall our liability under these Terms exceed the amount paid by you to purchase any products or services using the Shopping Cart which are the subject of the dispute, controversy or claim, if any.
- General Release of Claims. You hereby release and hold harmless Anaconda and its affiliates, and the Same’s officers, directors, members, managers, owners, partners, agents, employees, representatives, parents, subsidiaries, affiliates, successors, trustees, assigns, transferees, contractors, vendors and licensees from and against all claims that you have or may have against them for infringement, violation of the rights of privacy or publicity, defamation, disparagement, personal injury, property damage, negligence and/or any other legal theory arising from or in connection with Nucleus, the products or services made available on, through or in relation to Nucleus (including, without limitation, the Services) and/or the rights and privileges granted or conveyed by you under these Terms (including, without limitation, those rights and privileges relating to the User Materials and/or any elements, derivatives or marketing of the foregoing). Further, you waive your right to, and in no event shall you seek to, enjoin Anaconda or its affiliates, any of the same’s officers, directors, members, managers, owners, partners, agents, employees, representatives, parents, subsidiaries, affiliates, successors, trustees, assigns, transferees, contractors, vendors or licensees or any exercise of the rights or privileges granted or conveyed by you under these Terms (including, without limitation, the User Materials).
- Indemnification. You hereby agree to indemnify, release and hold harmless Anaconda and its affiliates and each of the same’s officers, directors, members, managers, owners, partners, agents, employees, representatives, parents, subsidiaries, affiliates, successors, trustees, assigns, transferees, contractors, vendors and licensees from and against any and all liabilities, claims, suits, demands, actions, judgments, losses, damages, fines, penalties and expenses (including costs and reasonable outside attorneys’ fees) incurred by such indemnitees, or asserted against such indemnitees by third-parties, arising out of or in connection with (a) your acts, errors or omissions, (b) your use of any Site or any products or services made available on, through or in relation to Nucleus (including, without limitation, the Services) in any manner contrary to these Terms, (c) your violation of the rights of or other injury to any third-party, and/or (d) your breach of all or any part of these Terms.
- Term; Termination; Survival. These Terms shall continue and remain in effect until it is terminated in accordance with these Terms. We may terminate these Terms at any time, for any or no reason, and without notice to you (including, without limitation, if We believe that you have violated or acted inconsistently with any term or condition of these Terms). You may terminate these Terms at any time and for any or no reason by cancelling your User Account or applicable subscriptions with Us. If these Terms are terminated for any reason, then all rights granted to you under these Terms shall automatically revert back to Us, and the following shall survive in perpetuity: (a) all defined terms under these Terms; (b) all rights and privileges under these Terms which were granted to and/or accrued in favor of Anaconda and/or any of the same’s officers, directors, members, managers, owners, partners, agents, employees, representatives, parents, subsidiaries, affiliates, successors, trustees, assigns, transferees, contractors, vendors or licensees as of the effective termination date of these Terms; (c) all payments which accrued as of the date of termination; (d) all disclaimers, limitations of liability and limitations of remedies; and (e) all representations, warranties, covenants, certifications, releases, indemnifications and promises made by you under these Terms.
- Dispute Resolution.
- Litigation; Waiver. Each Party hereby irrevocably submits to the exclusive personal jurisdiction and venue of the state and federal courts located in Travis County, Texas for the resolution of any and all claims and disputes arising out of or related to this Agreement, or any Transaction contemplated thereby, regardless of the cause(s) of action asserted, and covenant and agree that such courts are not an inconvenient venue or forum. You hereby irrevocably and unconditionally consent to the jurisdiction of any such court and hereby irrevocably and unconditionally waive any defense of an inconvenient forum to the maintenance of any action or proceeding in any such court, any objection to venue with respect to any such action or proceeding, and any right of jurisdiction on account of the place of residence or domicile of any party thereto.
- If you are a California resident, in accordance with Cal. Civ. Code § 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
- Waiver of Jury Trial and Class Action. Each Party does hereby waive his/her/its right to a trial by jury, to participate as the member of a class in any purported class action or other proceeding or to name unnamed members in any purported class action or other proceedings.
- Notice. Unless otherwise expressly stated in these Terms, Anaconda may give or deliver all other notices to you by means of a general notice posted on this or another page of a Site, as applicable, by email to the email address associated with your User Account or by posting to your User Account, and shall be deemed effective as of their stated effective dates.
- Relationship. In no event shall these Terms, the performance of a Party’s rights or obligations under these Terms, a Site, the Services or a Party’s visit to, access of, registration with, subscription to or use of Nucleus and/or the Services create any type of fiduciary, franchise, agency, employment, independent contractor, partnership or joint venture relationship between you and Anaconda.
- International Users. Our Sites and Services are operated out of the United States of America. We do not represent that content or materials presented on our Sites or through our Services are appropriate (or, in some cases, even available) for use in other locations. If you access Nucleus or a Service from a jurisdiction other than the United States, you agree that you do so on your own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable to your use of the Services. Supply of certain materials on Nucleus may be subject to United States export control and economic sanctions requirements. By downloading any items from Nucleus, you represent and warrant that your acquisition comports with and your use of the item will comport with those requirements. Without limiting the foregoing, you may not acquire packages or tools through Nucleus or engage in other activities on Nucleus if: (1) you are in, under the control of, or a national or resident of Cuba, Iran, North Korea, Sudan or Syria or if you are on the U.S. Treasury Department's Specially Designated Nationals List or the U.S. Commerce Department's Denied Persons List, Unverified List or Entity List or (2) you intend to supply the acquired goods, services or software to Cuba, Iran, North Korea, Sudan or Syria (or a national or resident of one of these countries) or to a person on the Specially Designated Nationals List, Denied Persons List, Unverified List or Entity List.
- Electronic Signatures. If your acceptance of these Terms further evidenced by your affirmative assent to the same (e.g., by a “check the box” acknowledgment procedure), then that affirmative assent is the equivalent of your electronic signature to these Terms. However, for the avoidance of doubt, your electronic signature is not required to evidence or facilitate your acceptance and agreement to these Terms, as you agree that the conduct described in these Terms as relating to your acceptance and agreement to these Terms alone suffices.
- Excused Performance. We are hereby excused for any failure to perform under these Terms to the extent that its performance is prevented by any reason outside of its reasonable control or that may be characterized as a force majeure event.
- Assignment and Delegation. You shall not assign, delegate, or otherwise transfer any of your rights or obligations under these Terms without Anaconda’s prior written consent in each instance.
- Construction and Interpretation. These Terms shall be construed to have been drafted by all of the Parties, so that any rule of construction or interpretation that construes or interprets ambiguities against the drafter shall have no force or effect.
- Headings. Section headings are inserted in these Terms for reference and convenience only and shall not interpret, define, limit or describe the scope, intent, terms or conditions of these Terms.
- Severability. If any portion of these Terms is deemed invalid or unenforceable by the arbitrator or (if applicable) a court of law with binding authority, then the remaining terms and conditions shall not be affected, and said arbitrator or court of law shall reform the invalidated or unenforceable term or condition to the maximum extent permitted under the law and consistent with the intent of these Terms.
- Contact Us. Please direct any questions you may have about Nucleus or the Services or these Terms to [email protected], with a subject line of “Website Question.” The foregoing contact information may change from time-to-time by supplementation, amendment, or modification of these Terms.
- Last Modified. These Terms were last modified on June 21, 2021