Terms & Conditions
Effective as of: June 10, 2019
Grit may also offer promotions, sweepstakes, contests, services, or features that have their own terms, and to the extent any portion of those special terms conflict with these Terms, the special terms will govern for that specific portion.
REVIEW THE TERMS CAREFULLY. THIS AGREEMENT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
- 1. Site and Services for Education and Entertainment Only
The Site and Services operated by Grit are designed for educational and entertainment purposes only. Please do not rely on this Site or Services to make medical, mental health or educational decisions. These decisions should be made in conjunction with individual healthcare providers or educational counselors. THIS SITE IS NOT ACTIVELY MONITORED. IF YOU ARE IN NEED OF MEDICAL OR MENTAL HEALTH ASSISTANCE, NOW OR IN THE FUTURE, YOU MUST CONTACT A MEDICAL OR MENTAL HEALTH PROVIDER. IF YOU ARE HAVING A MEDICAL OR MENTAL HEALTH EMERGENCY CALL 911. Grit does not dispense medical, diagnosis or treatment advice.
By using the Site, you may need to interact with other Site users. You are solely responsible for any such interaction and agree to do so in a manner that is legal, respectful, and consistent with these Terms. Grit is not responsible for the conduct of any other user who may interact with you, regardless of whether or not the contact is made through the Site.
Any and all parts of the Site and related Services are subject to availability. Please note that Grit has no direct control over any user generated content supplied by Site users, and therefore Grit is not liable to you or anyone else for any harm or damages you may experience in using and/or relying on any user generated content. While Grit will use commercially reasonable efforts to make the Site content useful, Grit does not warrant that any Site content will be useful or reliable.
Certain information on the Site may be provided by users of the Site. This may include, among other things, photographs, videos, and text descriptions. Grit cannot guarantee that any user generated content is accurate, complete, or updated on any regular basis. Grit is not responsible for any user generated content. None of the user generated content on the Site is fact-checked, edited or maintained by Grit.
- 2. Acceptance of the Terms.
Grit is pleased to provide the information on the Site conditioned upon your acceptance, without modification, of the terms, conditions and notices comprising the Terms. The Terms may be updated and modified by Grit from time to time without notice to you by posting revised Terms on the Site. You can review the most current version of the Terms at any time by clicking on the terms and conditions link from any page on the Site.
Grit has the right, but not the obligation, to take any of the following actions without providing any prior notice to you and without any liability to you or any third party:
(1) change or terminate all or any part of the Site or the Services;
(2) restrict or terminate your access to all or any part of the Site or the Services; or
(3) refuse, move, or remove any content that is available on the Site and any material that you submit to the Site.
By using the Site after any modification of the Terms, you agree to be bound by such modification(s). Any changes to the Terms will be highlighted for 30 days after such changes are made.
Grit does not represent that any of the Site content is completely accurate, and therefore any reliance on the Site is undertaken at your own risk.
- 3. Educational Institution/Partner/Affiliate Terms.
- 4. License/Access to the Site.
Grit hereby grants you a revocable and nonexclusive right and license to use and access the Site (including any underlying software) in a manner that is consistent with the Terms and the Site’s intended purposes. Grit reserves the right to terminate this license for any or no reason and at any time without notice to you, including, but not limited to, for breach of any term contained in these Terms.
Grit is providing you with the information and functionality in the Site. You are responsible for providing all equipment necessary to establish a connection to the Internet, access to the Internet, and any telephone, wireless or other connection and service fees associated with such access. The Site is available only to individuals and entities that can form legally-binding contracts under applicable law. Without limiting the foregoing, the Site is intended for adults 18 years of age or older. By accessing the Site, you represent that you are 18 years of age or older.. If you do not qualify, please do not use the Site. Grit reserves the right to deny access and/or registration to the Site to anyone at any time in its sole and absolute discretion.
- 5. User Obligations.
In consideration of your use of the Site and/or the Services, you agree to be subject to certain obligations. You agree that you will only use the Site and Services for their intended purposes, and not for other commercial ventures without first seeking approval from Grit. For any personal information that you provide to us through the Site, you agree to provide true, accurate, current and complete information about yourself as prompted and you further agree that you will not use the Site for any purpose that is unlawful or prohibited by these Terms. If you provide any information that is untrue, inaccurate, incomplete or not current, or if Grit has reasonable grounds to suspect that such information is untrue, inaccurate, incomplete or not current, has the right to refuse any and all current or future use of the Site (or any portion thereof).
- 6. Account and Password Security.
Grit may allow Site users to select a password and account designation upon completing a registration process for an online service provided through the Site. You are responsible for maintaining the confidentiality of your password and account and are fully responsible for all activities that occur under your password and account. You agree to: (i) notify Grit immediately of any unauthorized use of your password or account or any breach of security, and (ii) ensure that you fully exit from your account at the end of each session. You may only set up one Site account and must do so in your own name. You further agree not to use anyone else's password on the Site. Grit cannot and will not be liable for any loss or damage arising from your failure to comply with this provision or any of the Terms. If Grit suspends or terminates your Site account under these Terms, you acknowledge that all information and content associated with such account will no longer be available to you.
You may cancel your Site account at any time by contacting [email protected] and following the instructions you will receive.
- 7. Disclaimer Regarding Use of the Site.
YOUR USE OF THE SITE IS AT YOUR OWN RISK. THE CONTENT CONTAINED ON THE SITE (INCLUDING ANY MATERIALS DOWNLOADED FROM THE SITE) WAS CREATED FOR THE PURPOSES OF EDUCATION AND INFORMATION ONLY AND DOES NOT CONSTITUTE MENTAL HEALTH, MEDICAL OR EDUCATIONAL ADVICE. ACCORDINGLY, THE INFORMATION SET FORTH ON THE SITE (OR IN ANY MATERIALS DOWNLOADED OR PURCHASED FROM THIS SITE) IS NOT A SUBSTITUTE FOR PROFESSIONAL MENTAL HEALTH OR MEDICAL ADVICE OR TREATMENT OR EDUCATIONAL ADVICE. BEFORE TAKING ANY ACTION BASED ON ANY OF THE INFORMATION ON THE SITE, PLEASE CONSULT YOUR PHYSICIAN, MENTAL HEALTH PROFESSIONAL OR YOUR COLLEGE COUNSELOR. NEVER DISREGARD PROFESSIONAL MENTAL HEALTH OR MEDICAL ADVICE OR DELAY IN SEEKING TREATMENT BECAUSE OF SOMETHING YOU HAVE SEEN ON THE SITE. BY USING THE INFORMATION ON THIS SITE, YOU AGREE AND ACKNOWLEDGE THAT GRIT AND ITS RESPECTIVE AFFILIATES AND ALL PARTIES INVOLVED WITH THE PRODUCTION OF THE INFORMATION ON THE SITE MAKE NO REPRESENTATION OR WARRANTY AS TO THE INFORMATION PROVIDED ON THE SITE AND CANNOT AND WILL NOT BE HELD RESPONSIBLE FOR ANY LOSS OR INJURY THAT RELATES TO, OR OCCURS DURING YOUR USE OF, THE INFORMATION PROVIDED ON THIS SITE.
- 8. User Generated Content/Use of Interactive Areas.
The Site may allow you and other users to submit, post or upload videos, images, files, information, postings, tags, comments, messages, text and other user generated content ("UGC"). The Site also may contain areas that allow for user interaction, including blogs, forums, bulletin board services, chat areas or other message and communications features ("Interactive Areas"). You are entirely responsible for all content that you upload, post, email or otherwise transmit via the Site. You agree to post only messages, comments or other information that are proper, lawful, and related to the particular Interactive Area. Please note that Grit has no direct control over any UGC supplied by other Site users, and therefore Grit is not liable to you or anyone else for any harm or damages you may experience in using and/or relying on any UGC.
You agree that you shall be solely liable for any damages, royalties, or fees resulting from any infringement of rights or any other harm resulting from any UGC you upload/post.
You further represent and warrant that: (i) you own all right, title, and interest, including the intellectual property rights, to any UGC uploaded/posted by you to the Site or you have been granted the right by the respective owner to upload/post the UGC; and (ii) your UGC does not violate the intellectual property rights, privacy rights, publicity rights, contract rights or any other rights of any person or entity.
- 9. Other Prohibited Conduct.
Without limitation, you agree not to post content or engage in any other activity on the Site that:
- defames, threatens, abuses or otherwise violates the legal rights of others;
- is harmful to children, profane, obscene, indecent or racially or ethnically offensive;
- infringes another's rights to intellectual property, publicity, privacy, or contract;
- collects or stores personal information about other Site users;
- contains unsolicited or unauthorized advertisements, promotions, commercial solicitations, contests or surveys (unless you have Grit’s written consent to do so);
- contains, transmits or disseminates spam or unsolicited bulk email, chain letters, or information intended to assist in the placement of a bet or wager;
- contains, transmits or disseminates viruses, corrupted files, or any other similar software or programs that may damage or adversely affect the operation of another's computer, the Site, or any software, hardware or other related equipment;
- attempts to defeat or circumvent security features, or attempts to utilize the Site for any purpose other than its intended purposes’
- disrupts, imposes an unreasonable or disproportionately large strain on, or otherwise interferes with the Site or the networks or servers used by Grit;
- is designed to hack into or gain unauthorized access to protected areas of the Site and/or Grit’s computers, servers or networks, and/or any computers or systems used by other users of the Site;
- makes unauthorized attempts to modify any information stored on the Site;
- uses any automated technology such as a robot, spider, or scraper to access, scrape, or data mine the Site;
- impersonates any person or entity, misrepresents your connection or affiliation with a person or entity, or otherwise communicates false or misleading information or content through the Site;
- violates any federal, state, or local laws or regulations; or
- constitutes, discusses, incites or promotes illegal activity.
The previous list of prohibitions is not exclusive. Grit reserves the right to terminate your access to the Site or any Services for any reason.
By accepting these Terms, you waive and hold harmless Grit from any claims resulting from any action taken by Grit during or as a result of any investigation by Grit and/or from any actions taken as a consequence of investigations by Grit or law enforcement related to your use of the Site.
Grit reserves the right (but not the obligation) to review, refuse, edit, or delete any UGC you post to this Site and to terminate your access to the Site or to any Interactive Area at any time without notice for any reason whatsoever.
- 10. Submissions to Interactive Areas and Licensing of UGC.
You acknowledge that all Interactive Areas are public and not private communications; therefore, any UGC you post to an Interactive Area may be read by others. Any UGC you upload or post to the Site is done on a non-proprietary and non-confidential basis. Grit recommends that you avoid posting or otherwise disseminating any personally identifiable information in the Interactive Area. Grit is not required to treat any UGC as confidential.
Grit does not endorse or control the UGC found in any Interactive Area and, therefore, Grit specifically disclaims any liability with regard to the Interactive Areas and any actions resulting from your participation in them.
You acknowledge and agree that Grit may preserve, store, or use any submissions to the Site and may also disclose submissions if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) comply with state or federal laws, regulations, or guidelines; (iii) enforce these Terms; (iv) respond to claims that any submission violates the rights of third parties; or (v) protect the rights, property, or personal safety of Grit, the Site, its users and the public.
By submitting UGC to the Interactive Areas, or otherwise to the Site or Grit or its affiliates (including, without limitation, via email), you agree that such UGC and any geographical identification metadata (geotags) or other metadata, attributes, features or characteristics relating to the UGC ("Metadata") is non-proprietary and non-confidential for all purposes. If you submit, post or upload any UGC to the Site, or if you submit any business information, idea, concept or invention to Grit or the Site, you automatically grant, or warrant that the owner of such UGC or intellectual property has expressly granted Grit a royalty-free, fully paid-up, perpetual, irrevocable, world-wide, nonexclusive right and license to use, copy, process, adapt, transmit, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform, display and sublicense the UGC and Metadata relating to the UGC in any media or medium, or any form, format, or forum now known or hereafter developed. This license includes any right of publicity rights that may be present in the UGC. You agree that this license includes the right for Grit to make such UGC available to other companies, organizations or individuals who partner with Grit for the syndication, broadcast, distribution or publication of such UGC on other media and services, subject to these Terms regarding UGC use. If you wish to keep any UGC, information, Metadata, ideas, concepts or inventions private or proprietary, do not post or submit them to the Interactive Areas, Grit or the Site. You agree that in the event Grit receives any royalties, compensation or other payments associated with exercising the rights granted to it under the license, you shall not claim any right to any portion of such royalties, compensation or other payments. You further agree that Grit may, in its sole discretion, use any UGC for which it has a license in a manner that may link to, refer to or reference your name, such as use of your UGC on the Site or an affiliated or partner website.
- 11. Limits on Liability.
To the extent permitted by law, in no event will Grit or ITS respective officers, directors, employees, agents, licensors, representatives, attorneys, business partners, and/or affiliates, nor any party involved in the creation, production or transmission of the Site, be liable for:
- the contents of any communication, message, or information posted by you or other third parties;
- the content of any website not controlled, owned, or operated by Grit that is accessed from or linked to this Site;
- the content, services or information provided by any website purporting to be operated by Grit or its affiliates, but not actually affiliated with, controlled, owned, or operated by Grit;
- any damages or injury caused by, including but not limited to, any failure of performance, error, omission, interruption, defect, delay in operation of transmission, computer virus, or line failure; and no term or condition of these Terms shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions of state and federal law, as applicable now or hereafter amended; and
- any damages whatsoever, including but not limited to, any direct, indirect, incidental, special, exemplary, punitive, actual, consequential damages, or other indirect damages, including loss of revenue or income, lost data, loss of goodwill, business interruption, pain and suffering, emotional distress, or similar damages, even if Grit has been advised of the possibility of such damages, arising out of or relating to: (i) the use or inability to use the Site or any goods or services offered on or through the Site; (ii) any transaction conducted through or facilitated by the Site; (iii) any claim attributable to errors, omissions, or inaccuracies on the Site; and/or (iv) any other matter relating to the Site, any good or service offered on or through the Site, and/or any links on the Site.
To the extent permitted by law, in no event will the collective liability of Grit or its respective officers, directors, employees, affiliates, agents, licensors, representatives, attorneys, business partners, or any party involved in the creation, production or transmission of the Site, to any party, regardless of the type of action whether in contract, tort, or otherwise, exceed the greater of $100.00 or the amount you paid to Grit and/or the aforementioned parties for the applicable good or service out of which the liability arose.
This limitation of liability includes but is not limited to, loss of profits, loss of data or loss of use damages. Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you. If you are dissatisfied with any portion of the Site, or with any of these Terms, your sole and exclusive remedy is to discontinue using the Site.
SPECIAL NOTICE FOR NEW JERSEY USERS
BY USING THIS SITE, YOU: (i) ASSUME ALL RISK OF LOSSES OR DAMAGES RESULTING FROM YOUR USE OF OR INABILITY TO USE THIS SITE; (ii) IRREVOCABLY WAIVE ALL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE OR INCIDENTAL DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION) THAT MAY OCCUR AS A RESULT OF YOUR USE OF THIS SITE; (iii) EXPRESSLY AGREE TO RELEASE AND DISCHARGE GRIT AND ITS RESPECTIVE AFFILIATES, EMPLOYEES, AGENTS, REPRESENTATIVES, SUCCESSORS, OR ASSIGNS FROM ANY AND ALL CLAIMS OR CAUSES OF ACTION RESULTING, DIRECTLY OR INDIRECTLY, FROM YOUR USE OF THIS SITE; AND (iv) YOU VOLUNTARILY WAIVE ANY RIGHT THAT YOU MAY OTHERWISE HAVE TO BRING A LEGAL ACTION AGAINST GRIT FOR LOSSES OR DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR OTHER LEGAL THEORY, INCLUDING ANY CLAIM BASED ON ALLEGED NEGLIGENCE ON THE PART OF GRIT AND ITS AGENTS AND EMPLOYEES. YOU UNDERSTAND AND ACKNOWLEDGE THAT YOU HAVE CAREFULLY READ THIS “WAIVER AND RELEASE” AND FULLY UNDERSTAND THAT IT IS A RELEASE OF LIABILITY.
- 12. Content.
The information on the Site may contain inaccuracies and typographical errors. Grit shall not assume any responsibility or liability for any such inaccuracies, errors or omissions. It is solely your responsibility to evaluate the accuracy, completeness, and usefulness of all opinions, advice, statements, representations, services, and other information provided through the Site. You acknowledge that you may not rely on any content on the Site. Grit does not endorse or represent the reliability, accuracy or quality of any information, or goods, services or products displayed or advertised on the Site. Grit makes no representations or warranties, express or implied, with respect to the information provided on this Site.
- 13. Third-Party Websites.
Grit may also allow interaction between the Site and other third party sites such as Twitter and other social media sites. This may include “Like” buttons or other interactions through third party buttons or plugins on the Site that when used, may allow you to share content from the Site or other content with other persons on or through the third party sites or elsewhere. Please consult the privacy policies of these third party sites before using them to make sure you are comfortable with the level of sharing. Grit has no control over these third party sites and you use these interaction functions at your own risk. Grit is in no way liable for any harm to you as a result of using one of these interaction functions.
- 14. Online Store
The Site may permit you to purchase merchandise through an online Shop. The online Shop is hosted on Shopify Inc. Shopify provides us with the online e-commerce platform that allows us to sell our products and services to you. Your data is stored through Shopify’s data storage, databases, and the general Shopify application. They store your data on a secure server behind a firewall. If you choose a direct payment gateway to complete your purchase, then Shopify stores your credit card data. It is encrypted through the Payment Card Industry Data Security Standard (PCI-DSS). Your purchase transaction data is stored only as long as is necessary to complete your purchase transaction. After that is complete, your purchase transaction information is deleted. All direct payment gateways adhere to the standards set by PCI-DSS as managed by the PCI Security Standards Council, which is a joint effort of brands like Visa, MasterCard, American Express, and Discover. PCI-DSS requirements help ensure the secure handling of credit card information by our store and its service providers. For more insight, you may also want to read Shopify’s Terms of Service here https://www.shopify.com/legal/terms or Privacy Statement here https://www.shopify.com/legal/privacy.
- 15. Intellectual and Other Proprietary Rights.
The Site and the Services and the content contained on this Site and in the Services are provided solely for your personal non-commercial use in accordance with these Terms. Other than the exceptions referenced in these Terms or noted elsewhere, the major exception being UGC uploaded/posted by Site users which remains the property of the users, you acknowledge and agree that all other content contained in the Site is the property of Grit and may be protected by copyright, trademark, or patent law, or other proprietary rights and laws (referred to hereafter as “Site Property”).
Certain elements of Site Property, including but not limited to, text, graphics, photos, images, video, audio, color selections, organization and layout, are copyright protected under United States and international copyright laws. Except as expressly authorized by Grit or its affiliates, you agree not to modify, distribute, copy, reproduce or create derivative works based on Site Property, in whole or in part. You may not reverse engineer, decompile, or disassemble the Site Property or its underlying technologies, except to the extent the foregoing restriction is expressly prohibited by applicable law. No right, title or interest in any Site Property is transferred to you as a result of you accessing, downloading, or printing such content from the Site.
You acknowledge that you have no right, title or interest in or to the Site and/or Site Property.
Those portions of the Site Property owned by Grit are the copyright of Grit. All rights reserved. You agree that all of Grit's trademarks, trade names, service marks, logos and service names are trademarks and are property of Grit (the “Grit Marks”). You agree not to display or use in any manner the Grit Marks, without the express prior permission of the respective owner. Any use of Site Property must display the appropriate copyright, trademark and other proprietary notices.
There may be other content located on the Site not owned by Grit, and you should respect those property rights as well. All rights not expressly granted herein are reserved to Grit. Other marks, names and logos on the Site are the property of their respective owners.
- 16. No Reproduction or Resale.
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Site, use of the Site, or access to the Site.
- 17. Indemnification.
You agree to indemnify, defend and hold harmless Grit and their respective affiliates, directors, officers, employees, agents, licensors, representatives, attorneys, business partners and other partners (“Indemnified Parties”), from and against any and all claims, demands, losses, costs, damages, liabilities, judgments, awards and expenses (including reasonable attorneys’ fees, costs of defense, and direct, indirect, punitive special, individual, consequential or exemplary damages) that Grit or any of the Indemnified Parties suffer in relation to, arising from, or for the purpose of avoiding, any claim or demand made by any third party due to or arising out of your use of, or inability to use, the Site and/or Services, your connection to the Site, the use of the Site by any person using your account/password, your breach of the Terms, or your violation of any applicable laws or regulations.
- 18. Enforcement.
Grit does not assume responsibility to you or others for any failure by Grit to enforce the provisions contained in the Terms.
- 19. Termination.
You agree that Grit in our discretion and with or without notice, may terminate your use of the Site (or any part thereof) for any reason, including, without limitation, for lack of use or if Grit believes that you have violated or acted inconsistently with the letter or spirit of the Terms, or in the case of any activity by you that may harm Grit or other users, including, but limited to, fraud, abuse of promotions or privileges, or misuse of the Site or the Services. Grit may also at any time discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site under any provision of the Terms may be effected without prior notice, and acknowledge and agree that Grit may immediately bar any further access to the Site. Further, you agree that Grit shall not be liable to you or any third party for any termination of your access to the Site.
- 20. General Acknowledgments.
You acknowledge that Grit may establish general practices and limits concerning your use of the Site. You agree that Grit has no responsibility or liability for the failure of the Site and the deletion of other content maintained or transmitted by the Site. Grit reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site (or any part thereof) with or without notice. You agree that Grit shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site. You further acknowledge that Grit reserves the right to change these general practices and limits at any time, in our sole discretion, with or without notice.
- 21. DISCLAIMER OF WARRANTIES.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SITE IS AT YOUR SOLE RISK.
TO THE EXTENT PERMITTED BY LAW, GRIT AND/OR ITS AFFILIATES MAKE NO EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER WITH RESPECT TO THE SITE, INFORMATION AND MATERIAL IN THE SITE, OR ANY GOODS OR SERVICES OFFERED ON OR THROUGH THE SITE.
TO THE EXTENT PERMITTED BY LAW, THE SITE AND INFORMATION AND MATERIAL IN THE SITE, INCLUDING ANY GOODS OR SERVICES PROVIDED ON OR THROUGH THE SITE, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.
TO THE EXTENT PERMITTED BY LAW, WITH RESPECT TO THE SITE AND INFORMATION AND MATERIAL IN THE SITE, GRIT AND/OR ITS AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, SECURITY, COMPLETENESS, TIMELINESS, APPROPRIATENESS, ACCURACY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR THAT THE SITE WILL BE WITHOUT ERROR OR INVULNERABLE TO VIRUSES, WORMS, OR OTHER HARMFUL SOFTWARE OR HARDWARE.
YOU HEREBY ACKNOWLEDGE THAT THE SITE MAY NOT BE AVAILABLE DUE TO ANY NUMBER OF FACTORS INCLUDING, WITHOUT LIMITATION, PERIODIC SYSTEM MAINTENANCE, SCHEDULED OR UNSCHEDULED, ACTS OF GOD, UNAUTHORIZED ACCESS, VIRUSES, DENIAL OF SERVICE OR OTHER ATTACKS, TECHNICAL FAILURE OF THE SITE, TELECOMMUNICATIONS INFRASTRUCTURE, OR DISRUPTION, AND THEREFORE, TO THE EXTENT PERMITTED BY LAW, GRIT EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES REGARDING SITE USE AND/OR AVAILABILITY, ACCESSIBILITY, SECURITY OR PERFORMANCE CAUSED BY SUCH FACTORS.
TO THE EXTENT PERMITTED BY LAW, GRIT AND/OR ITS AFFILIATES MAKE NO WARRANTY THAT (i) THE SITE AND INFORMATION AND MATERIAL THEREIN WILL MEET YOUR REQUIREMENTS, (ii) THE FUNCTIONS CONTAINED IN THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR INFORMATION AND MATERIALS THEREIN WILL BE ACCURATE, COMPLETE, RELIABLE, ERROR-FREE OR AVAILABLE, (iv) ANY ERRORS IN THE SITE OR INFORMATION OR MATERIALS THEREIN WILL BE CORRECTED, AND (v) THE SITE AND ITS CONTENTS AND SERVER THAT MAKES THE SITE AVAILABLE ARE FREE OF ANY VIRUSES OR OTHER HARMFUL COMPONENTS.
TO THE EXTENT PERMITTED BY LAW, ANY MATERIAL, INFORMATION, PRODUCTS OR SERVICES DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. TO THE EXTENT PERMITTED BY LAW, GRIT MAKES NO WARRANTIES THAT YOUR USE OF THE SITE WILL NOT INFRINGE THE RIGHTS OF OTHERS AND ASSUMES NO LIABILITY FOR SUCH INFRINGEMENT.
TO THE EXTENT PERMITTED BY LAW, NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM GRIT OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.
IF YOU ARE DISSATISFIED WITH THESE TERMS OR THE SITE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.
IF YOU ARE DISSATISFIED WITH ANY GOOD OR SERVICE OFFERED ON OR THROUGH THE SITE, TO THE EXTENT PERMITTED BY LAW, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.
ALL PROVISIONS IN THESE TOU ARE APPLICABLE TO THE EXTENT PERMITTED BY LAW.
- 22. EXCLUSIONS AND LIMITATIONS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
- 23. Notice and Procedure For Copyright Infringement Claim.
Pursuant to 17 U.S.C. Section 512, as amended by Title II of the Digital Millennium Copyright Act (the "DMCA"), Grit reserves the right, but not the obligation, to terminate your right to use the Site if Grit determines in its sole and absolute discretion that you are involved in any activity that may be infringing, including alleged acts of infringement, regardless of whether the material or activity is ultimately determined to be infringing. Grit accommodates and does not interfere with standard technical measures used by copyright owners to protect their materials. In addition, pursuant to 17 U.S.C. Section 512(c), as amended, Grit has implemented or will implement procedures for receiving written notification of claimed infringements and for processing such claims in accordance with the Act. The designated agent of Grit to receive notification of claimed infringement is:
Grit Digital Health, LLC
2128 15th Street
Denver, CO 80202
E-mail: [email protected]
Grit respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please send a detailed message to the designated agent(s) listed above with the following information (under the DMCA, the following information must be included in the message): (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; (ii) an identification of the copyrighted work or other intellectual property that you claim has been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works at that site; (iii) a description of where the material that you claim is infringing is located on the Site that is reasonably sufficient to permit Grit to locate the material; (iv) information reasonably sufficient to permit Grit to contact you as the complaining party, such as your address, telephone number, and email address; (v) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
Grit takes copyright and other intellectual property issues seriously and will terminate any Site accounts and/or users that are connected to valid and repeat copyright infringement complaints.
If you believe that any content on the Site violates or infringes your intellectual property rights, other than related to copyright, please send a detailed email to [email protected] detailing your allegation. Grit takes infringement of intellectual property rights seriously and will investigate the matter.
- 24. Dispute Resolution, Arbitration, Choice of Law.
PLEASE READ THIS CAREFULLY. IT AFFECTS YOUR RIGHTS.
YOU AGREE THAT BY USING THE SERVICE OR, YOU ARE WAIVING THE RIGHT TO A COURT OR JURY TRIAL OR TO PARTICIPATE IN A CLASS ACTION. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST GRIT ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR COLLECTIVE PROCEEDING. ANY ARBITRATION WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED.
YOU AGREE THAT ANY AND ALL CLAIMS AND DISPUTES ARISING FROM OR RELATING IN ANY WAY TO THE SUBJECT MATTER OF THESE TERMS, YOUR USE OF THE SERVICE, OR YOUR DEALINGS WITH GRIT SHALL BE FINALLY SETTLED AND RESOLVED THROUGH BINDING INDIVIDUAL ARBITRATION AS DESCRIBED IN THIS SECTION. THIS AGREEMENT TO ARBITRATE IS INTENDED TO BE INTERPRETED BROADLY. THE ARBITRATION WILL BE GOVERNED BY THE COMMERCIAL ARBITRATION RULES AND THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES OF THE AMERICAN ARBITRATION ASSOCIATION (“AAA”), AS MODIFIED BY THIS SECTION. THE ARBITRATION WILL BE CONDUCTED BY JUDICIAL ARBITER GROUP, INC. (“JAG”) USING ONE ARBITRATOR WITH SUBSTANTIAL EXPERIENCE IN RESOLVING COMMERCIAL CONTRACT DISPUTES, WHO SHALL BE SELECTED FROM THE APPROPRIATE LIST OF JAG ARBITRATORS IN ACCORDANCE WITH THE ARBITRATION RULES AND PROCEDURES OF JAG. IF JAG IS UNABLE OR UNWILLING TO ARBITRATE A DISPUTE, THEN THE DISPUTE MAY BE REFERRED TO ANY OTHER ARBITRATION ORGANIZATION OR ARBITRATOR THAT YOU AND GRIT AGREE UPON IN WRITING OR THAT IS APPOINTED PURSUANT TO SECTION 5 OF THE FEDERAL ARBITRATION ACT. FOR ANY CLAIM WHERE THE TOTAL AMOUNT OF THE AWARD SOUGHT IS $10,000 OR LESS, THE ARBITRATOR, YOU MUST ABIDE BY THE FOLLOWING RULES: (A) THE ARBITRATION SHALL BE CONDUCTED SOLELY BASED ON TELEPHONE OR ONLINE APPEARANCES AND/OR WRITTEN SUBMISSIONS; AND (B) THE ARBITRATION SHALL NOT INVOLVE ANY PERSONAL APPEARANCE BY THE PARTIES OR WITNESSES UNLESS OTHERWISE MUTUALLY AGREED BY THE PARTIES. IF THE CLAIM EXCEEDS $10,000, THE RIGHT TO A HEARING WILL BE DETERMINED BY THE AAA RULES, AND THE HEARING (IF ANY) MUST TAKE PLACE IN DENVER, COLORADO. THE ARBITRATOR’S RULING IS BINDING AND MAY BE ENTERED AS A JUDGMENT IN ANY COURT OF COMPETENT JURISDICTION, OR APPLICATION MAY BE MADE TO SUCH COURT FOR JUDICIAL ACCEPTANCE OF ANY AWARD AND AN ORDER OF ENFORCEMENT, AS THE CASE MAY BE.
THERE IS NO JUDGE OR JURY IN ARBITRATION. ARBITRATION PROCEDURES ARE SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT AND REVIEW BY A COURT IS LIMITED. YOU WILL NOT BE ABLE TO HAVE A COURT OR JURY TRIAL OR PARTICIPATE IN A CLASS ACTION OR CLASS ARBITRATION. YOU UNDERSTAND AND AGREE THAT BY AGREEING TO RESOLVE ANY DISPUTE THROUGH INDIVIDUAL ARBITRATION, YOU ARE WAIVING THE RIGHT TO A COURT OR JURY TRIAL. ANY DISPUTE SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND NOT AS A CLASS ACTION, REPRESENTATIVE ACTION, CLASS ARBITRATION OR ANY SIMILAR PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE THE CLAIMS OF MULTIPLE PARTIES.
YOU AGREE THAT ALL CHALLENGES TO THE VALIDITY AND APPLICABILITY OF THE ARBITRATION PROVISION—I.E. WHETHER A PARTICULAR CLAIM OR DISPUTE IS SUBJECT TO ARBITRATION—SHALL BE DETERMINED BY THE ARBITRATOR. NOTWITHSTANDING ANY PROVISION IN THESE TERMS TO THE CONTRARY, IF THE CLASS-ACTION WAIVER ABOVE IS DEEMED INVALID OR UNENFORCEABLE YOU AGREE THAT YOU SHALL NOT SEEK TO, AND WAIVE ANY RIGHT TO, ARBITRATE CLASS OR COLLECTIVE CLAIMS. IF THE ARBITRATION PROVISION IN THIS SECTION IS FOUND UNENFORCEABLE OR TO NOT APPLY FOR A GIVEN DISPUTE, THEN THE PROCEEDING MUST BE BROUGHT EXCLUSIVELY IN THE STATE COURTS OF COMPETENT JURISDICTION OR THE UNITED STATES DISTRICT COURT LOCATED IN DENVER, COLORADO, AS APPROPRIATE, AND YOU AGREE TO SUBMIT TO THE PERSONAL JURISDICTION OF EACH OF THESE COURTS FOR THE PURPOSE OF LITIGATING SUCH CLAIMS OR DISPUTES, AND YOU STILL WAIVE YOUR RIGHT TO A JURY TRIAL, WAIVE YOUR RIGHT TO INITIATE OR PROCEED IN A CLASS OR COLLECTIVE ACTION, AND REMAIN BOUND BY ANY AND ALL LIMITATIONS ON LIABILITY AND DAMAGES INCLUDED IN THESE TERMS. THIS ARBITRATION AGREEMENT WILL SURVIVE TERMINATION OF YOUR USE OF THE SERVICE AND YOUR RELATIONSHIP WITH Grit. THIS ARBITRATION AGREEMENT INVOLVES INTERSTATE COMMERCE AND, THEREFORE, SHALL BE GOVERNED BY THE FEDERAL ARBITRATION ACT, 9 U.S.C. §§ 1-16 (“FAA”), AND NOT BY STATE LAW. INFORMATION ON AAA AND HOW TO START ARBITRATION CAN BE FOUND AT WWW.ADR.ORG OR BY CALLING 800-778-7879.
IF YOU WISH TO OPT-OUT OF THE AGREEMENT TO ARBITRATE, WITHIN 45 DAYS OF WHEN YOU FIRST USE THE SERVICE OR SUBMIT THROUGH THE SERVICE A REQUEST FOR INFORMATION, YOU MUST SEND US A LETTER STATING, “REQUEST TO OPT-OUT OF AGREEMENT TO ARBITRATE” AT THE FOLLOWING ADDRESS:
Grit Digital Health, LLC
2128 15th Street
Denver, CO 80202
In the event you opt out of the arbitration provision, you agree to litigate exclusively in the state or Federal courts in Denver, Colorado, and you hereby consent and submit to the personal jurisdiction of such courts for the purpose of litigating any such action. These Terms will be governed by the laws of the State of Colorado, without giving effect to any principles of conflicts of laws.
- 25. U.S. Geographic Limitation.
Grit operates the Site from its headquarters in the United States, and the Site is intended only for users within the United States. If you use the Site outside the United States, you are responsible for following your applicable local laws and determining, among other things, whether your use of the Site violates any of those local laws. By using the Site, you agree and acknowledge that information about you, including personally identifiable information, may be transmitted to, processed in, and stored in the United States.
- 26. Comments & Feedback.
In compliance with your rights under California Civil Code § 1789.3, you have the right to contact Grit with any complaints or to seek additional information. You may email Grit at [email protected]. You may also call (720) 407-8920. For any physical documents, you may send mail to 2128 15th Street, Denver, CO 80202.
If California users have any questions or complaints about Grit they may also contact The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs through writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. Hearing impaired persons may call (916) 928-1227 or (800) 326-2297 via TTY device.
- 27. Miscellaneous.
You acknowledge that the opinions and recommendations contained on the Site are not necessarily those of Grit nor endorsed by any of these parties. ANY RELIANCE ON ANY OPINIONS OR RECOMMENDATIONS OFFERED ON THE SITE IS DONE AT YOUR RISK.
Grit is not responsible for any harm or damages of any kind that may occur to you due to any glitches, hacks, breaches or any other unauthorized access to the aforementioned parties’ computers or network systems, including any hardware or devices, that may or may not result in the disclosure of your personal information you provided to us.
Grit does not guarantee or promise that any opinions and/or recommendations on the Site are accurate or will be helpful to any issue you may have.
YOU AGREE THAT GRIT IS NOT LIABLE to you or anyone else for any harm that might arise as a result of using and/or implementing in any manner any of the opinions or recommendations found on the Site.
The proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitations of liability, and any other relevant language that is meant to remain in effect after this agreement ends shall survive the termination of these Terms.
Grit does not assume any liability or responsibility for your use of the Internet or the Site including, but not limited to, any change your computer or related systems may sustain as a result of accessing the Site.
Certain software elements of the Site and related Services may be subject to U.S. export laws and controls. As such, no software may be downloaded or exported to any country or foreign citizen that is under a U.S. embargo or that would otherwise violate U.S. law or regulations.
- 28. Waiver. Grit’s failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Grit in writing.
- 29. Severability. If any provision of these Terms is held by a court of competent jurisdiction to be illegal, invalid or unenforceable under any present or future laws, such provision shall be fully severable, and the remaining provisions shall constitute the parties’ agreement and remain in full force and effect to the extent permitted by law.
- 30. Time Limitation. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Terms or use of the Site must be filed within one (1) year after such claim or cause of action arose or be forever barred.
- 31. Headings. The section headings and sub-headings contained in the Terms are for convenience only and have no legal or contractual effect.
- 32. Entire Agreement. These Terms constitute the entire agreement between you and Grit with respect to the Site and supersede all prior communications, promises and proposals, whether oral, written, or electronic, between you and Grit with respect to the Site.