TERMS OF SERVICE
Welcome to Ultraviolet! PLEASE READ THIS TERMS OF USE AGREEMENT (“TERMS”) CAREFULLY. THESE TERMS ARE A LEGAL CONTRACT BETWEEN YOU AND ULTRAVIOLET LABS, INC. (“ULTRAVIOLET,” “WE,” “US” OR “OUR”) governing your use, and Ultraviolet’s provision to you of https://ultraviolet.club/, or any other website of Ultraviolet with a link to these Terms (the “Site”), our mobile applications (each, an “App”), or any content, information, services, features, or resources available or enabled thereon (collectively, the “Services”). Your use of the Services may be subject to any additional terms, conditions and policies that we separately post on the Services and any agreements that you have separately executed with Ultraviolet (“Supplemental Terms”) which are incorporated by reference into these Terms, (together, the Agreement”). To the extent there is any conflict between these Terms and the Supplemental Terms, the Supplemental Terms will control with respect to the subject matter of such agreement.
BY CLICKING “I ACCEPT,” OR OTHERWISE ACCESSING OR USING THE SERVICES, OR ANY PORTION THEREOF, YOU ACKNOWLEDGE AND AGREE THAT: (i) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT; (ii) YOU ARE AT LEAST THIRTEEN (13) YEARS OLD; AND (iii) YOU ARE NOT A PERSON OR ENTITY BARRED FROM USING THE SERVICES UNDER THE LAWS OF THE UNITED STATES, YOUR PLACE OF RESIDENCE OR ANY OTHER APPLICABLE JURISDICTION. YOU FURTHER REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THIS AGREEMENT (ON BEHALF OF YOURSELF AND, AS APPLICABLE, THE ENTITY THAT YOU REPRESENT). IF THE INDIVIDUAL ENTERING INTO THIS AGREEMENT OR OTHERWISE ACCESSING OR USING THE SERVICES IS DOING SO ON BEHALF OF, OR WITHIN HIS OR HER CAPACITY AS A REPRESENTATIVE, AGENT, OR EMPLOYEE OF AN ENTITY, SUCH INDIVIDUAL AND SUCH ENTITY AGREE THAT: (i) THE TERM “YOU” AND “YOUR” AS USED HEREIN APPLY TO SUCH ENTITY AND SUCH INDIVIDUAL; AND (ii) THAT THE INDIVIDUAL ENTERING INTO THIS AGREEMENT HAS THE POWER, RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF SUCH ENTITY.
AUTOMATIC RENEWAL
IF YOU SUBSCRIBE TO A CLUB, THEN YOUR “CLUB SUBSCRIPTION” WILL BE AUTOMATICALLY RENEWED AFTER THE EXPIRATION OF THE INITIAL CLUB SUBSCRIPTION PERIOD AT THE FREQUENCY YOU ELECT AT THE TIME OF PURCHASE. SUBSCRIPTIONS WILL RENEW AT ULTRAVIOLET’S THEN-CURRENT SUBSCRIPTION PRICE UNLESS YOU OPT OUT OF THE AUTO-RENEWAL OR DECLINE TO RENEW YOUR SUBSCRIPTION IN ACCORDANCE WITH THE SUBSCRIPTION TERMS AND CONDITIONS BELOW.
IMPORTANT INFORMATION ABOUT ARBITRATION, CONSENTS AND UPDATES TO THE AGREEMENT
PLEASE BE AWARE THAT SECTION 15 OF THESE TERMS CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND ULTRAVIOLET HAVE AGAINST EACH OTHER WILL BE RESOLVED, INCLUDING WITHOUT LIMITATION, ANY DISPUTES THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THE AGREEMENT. SECTION 15 CONTAINS, AMONG OTHER THINGS, AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND ULTRAVIOLET BE RESOLVED BY BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN THIRTY (30) DAYS OF THE EFFECTIVE DATE OF THE AGREEMENT: (I) YOU AND ULTRAVIOLET WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST THE OTHER PARTY ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND EACH OF US WAIVES OUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION; AND (II) EACH OF US IS WAIVING OUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.
COMMUNICATIONS
PLEASE BE AWARE THAT SECTION 7 OF THE AGREEMENT BELOW CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING VIA E-MAIL, TEXT MESSAGE, CALLS AND PUSH NOTIFICATION.
1. HOW THE SERVICES WORK. Ultraviolet offers a platform that allows content creators (“Creators”) to build communities and create connections with fans (“Members”). Members have the opportunity to subscribe to Creators’ channel, (each, a “Club”) to engage with communities of users who share similar interests.
2. Content. Clubs provide Creators a direct channel to surface content to Members. Members can engage with Creators and other users by accessing a Creator’s live newsfeed that functions as a rolling group chat. Creators may also offer Members the opportunity to purchase unique, one-off experiences through the Services. Experiences may include unlocking exclusive content, video-conferencing, and more.
3. Other Purchases. Creators may make available digital and physical products for sale via the Services, including customizable products.
CREATOR CONTENT ACCESSIBLE VIA A CLUB, AND EXPERIENCES AND PRODUCTS MADE AVAILABLE FOR PURCHASE THROUGH THE SERVICES SHALL BE COLLECTIVELY REFERRED TO HEREIN AS “CREATOR OFFERINGS”. WHEN YOU PURCHASE A CREATOR OFFERING, YOU ARE PURCHASING SUCH CREATOR OFFERING DIRECTLY FROM A CREATOR – NOT ULTRAVIOLET. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE ENTERING INTO AN AGREEMENT DIRECTLY WITH THE CREATOR, AND ULTRAVIOLET DOES NOT GUARANTEE ANY RESULTS, OR THAT YOU WILL BE SATISFIED WITH YOUR PURCHASE. IF YOU HAVE ANY CONCERNS ABOUT YOUR PURCHASE, OR IF YOU WOULD LIKE TO OBTAIN A REFUND, PLEASE REVIEW THE CREATOR’S CLUB-SPECIFIC TERMS (“CLUB TERMS”) WHICH CAN BE LOCATED AT A CREATOR’S SPECIFIC CLUB PAGE. NOTWITHSTANDING THE FOREGOING, ANY PURCHASE YOU MAKE ON THE SERVICES WILL BE SUBJECT TO THE PURCHASE TERMS SET FORTH AT SECTION 4. ANY PURCHASE OF CREATOR OFFERINGS IS AT YOUR OWN RISK. WHEN YOU PURCHASE CREATOR OFFERINGS THROUGH THE SERVICES, IT IS YOUR RESPONSIBILITY TO UNDERSTAND WHAT YOU ARE PURCHASING. ULTRAVIOLET IS NOT RESPONSIBLE FOR ANY CREATOR OFFERINGS MADE AVAILABLE BY CREATORS.
2. REGISTRATION AND ACCOUNTS
2.1 Link In Bio. A Creator may have the opportunity to share a unique link in bio (“Link In Bio”) with Members. A Creator’s Link In Bio will feature certain Creator Offerings that may be made available in a Creator’s Club. If you, as a Member, elect to join a Club from a Creator’s Link In Bio, you will be redirected to a separate URL upon which you can download the App and register for an account.
2.2 Registration and Account Creation. In order to access and use certain features of the Services, you may need to register or create an account on the Services (“Account”) and provide certain information about yourself as prompted by the account registration form, including (but not limited to) an email address and password. You agree to provide information required for your use of the Services that is, and to update such information so it remains true, accurate, current and complete. Ultraviolet reserves the rights to establish eligibility criteria to use the Services (for Members and Creators), and in some cases, at our sole discretion, impose limitations or restrictions on certain Accounts including, but not limited to, deletion of Accounts.
1. Creators. In order to access and use the Services as a Creator, you must: (i) meet any eligibility criteria designated by Ultraviolet; (ii) comply with Ultraviolet’s then-current Creator application process; (iii) be designated as being eligible to be a Creator by Ultraviolet; and (iv) agree to be bound by and subject to any Supplemental Terms governing your access to and use of the Services as a Creator, including any terms and conditions related to verification of your status as a Creator, and payments to you for delivery and performance of Creator Offerings.
2. Social Networking Site. If you access the Services through a social network service (“SNS”) as part of the functionality of the Services, you may link your Account with a SNS, by allowing Ultraviolet to access your SNS, as is permitted under the applicable terms and conditions that govern your use of each SNS. You represent that you are entitled to grant Ultraviolet access to your SNS account (including, for the purposes described herein) without breach by you of any of the terms and conditions that govern your use of the applicable SNS. By granting Ultraviolet access to any SNS accounts, you understand that Ultraviolet may access, make available and store (if applicable) any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials accessible through the Services that you have provided to and stored in your SNS account (“SNS Content”) so that it is available on and through the Services. Unless otherwise specified in this Agreement, all SNS Content shall be considered to be User Content (as defined below). Depending on the SNS account you choose and subject to the privacy settings that you have set in such SNS account, personally identifiable information that you post to your SNS account may be available on and through the Services.
3. Account Responsibilities. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify Ultraviolet of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. You agree not to create an Account using a false identity or false information, or on behalf of someone other than yourself. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Services by minors. Ultraviolet cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
4. ACCESS TO THE SERVICE
5. Access and Use. Subject to this Agreement, Ultraviolet grants you a non-transferable, non-exclusive, revocable, limited right to access and use the Services, if you are a Member, solely for your own internal personal use, and if you are a Creator, solely for your own personal business use.
6. Mobile Application License. Subject to your compliance with the Terms, Ultraviolet grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the App on a single mobile device or computer that you own or control and to run such copy of the App solely for your own personal or internal business purposes. Furthermore, with respect to any App accessed through or downloaded from the Apple App Store (an “App Store Sourced Application”), you will only use the App Store Sourced Application (i) on an Apple-branded product that runs the iOS (Apple’s proprietary operating system) and (ii) as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Service.
7. Certain Restrictions. By accessing and using the Services you agree that you will not, and will not permit any third party to: (i) license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services, whether in whole or in part, or any content displayed on the Services; (ii) frame or utilize framing techniques to enclose any trademark, logo, or other Ultraviolet content (including images, text, page layout or form) of Ultraviolet; (iii) modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services; (iv) access or use the Services in order to build a similar or competitive website, product, or service; and (v) copy, reproduce, distribute, republish, download, display, post or transmit in any form or by any means any part of the Services, except as expressly permitted herein. Unless otherwise indicated, any future release, update, or other addition to the functionality of the Services shall be subject to this Agreement. All copyright and other proprietary notices on the Services (or on any content displayed on the Services) must be retained on all copies thereof.
8. Modification. Ultraviolet reserves the right, at any time, to modify, suspend, or discontinue the Services (in whole or in part) with or without notice to you. You agree that Ultraviolet will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Services or any part thereof.
9. No Support or Maintenance; Necessary Equipment. You acknowledge and agree that Ultraviolet will have no obligation to provide you with any support or maintenance in connection with the Site or Services. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Services.
10. Ownership. Excluding any User Content that you may provide (defined in Section 5 below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Services and its content are owned by Ultraviolet or Ultraviolet’s suppliers. Neither this Agreement (nor your access to the Services) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 3.1. Ultraviolet and its suppliers reserve all rights not granted in this Agreement. There are no implied licenses granted under this Agreement.
11. PAYMENT AGREEMENT.
12. Payment Terms for Members. If you are a Member, you agree to pay all fees associated with your Account, including but not limited to any applicable subscription fees (“Club Subscription Fees”), any service fees imposed by Ultraviolet, and any other fees posted to your Account (each, as defined herein and collectively, the “Fees”). The total Fees owed by you in connection with subscribing to a Club, or purchasing a Creator Offering will be presented to you at the time of purchase. You are responsible for payment of the applicable Club Subscription Fees in connection with your Club Subscription at the time you elect such Subscription, (each, a “Club Subscription Commencement Date”). All Fees are non-refundable. You may be required to provide your credit card or other accepted payment method (each a “Payment Method”) when you subscribe to a Club or otherwise make a purchase through thee Services. When you make a purchase through the Services, our Payment Processor (as defined below) may preauthorize your Payment Method.
13. AUTOMATIC RENEWAL. Your Club Subscription will continue indefinitely until terminated in accordance with the Agreement. After your initial Club Subscription period, and again after any subsequent Club Subscription period, your Subscription will automatically commence following the end of such period (each a “Renewal Commencement Date”) and continue for an additional equivalent period, at Ultraviolet’s then-current price for such Club Subscription. You agree that your account will be subject to this automatic renewal feature unless you cancel your Subscription at least one (1) day prior to the Renewal Commencement Date, by logging into and going to the “Subscription and Payment” page of your “Profile Settings” page. If you do not wish for your Club Subscription to renew automatically, or if you want to change or terminate your Club Subscription, please submit a request to our ticketing system available on the Service. If you cancel your Club Subscription, you may use your Club Subscription until the end of your then-current Club Subscription term; your Club Subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the Club Subscription Fee paid for the then-current Club Subscription period. By subscribing, you authorize Ultraviolet to charge your Payment Method now, and again at the beginning of any subsequent Club Subscription period. Upon renewal of your Club Subscription, if Ultraviolet does not receive payment from you, (i) you agree to pay all amounts due on your account upon demand and/or (ii) you agree that Ultraviolet may either terminate or suspend your Club Subscription and continue to attempt to charge your Payment Method until payment is received (upon receipt of payment, your account will be activated and for purposes of automatic renewal, your new Club Subscription commitment period will begin as of the day payment was received).
14. Refunds. Ultraviolet does not offer refunds. Responsibility for fulfilling Creator Offerings lies with the Creator, and Ultraviolet will not offer refunds. Ultraviolet makes no guarantees or warranties with respect to the quality or performance of any Creator Offerings. If you have any questions or concerns about the quality of a Creator Offering, please review the applicable Club Terms.
15. Taxes. The payments required under Section 4 of this Agreement do not include any Sales Tax that may be due in connection with the Services provided under this Agreement. If Ultraviolet determines it has a legal obligation to collect a Sales Tax from you in connection with this Agreement, Ultraviolet shall collect such Sales Tax in addition to the payments required under Section 4 of this Agreement. If any services or payments for any services, under this Agreement are subject to any Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to Ultraviolet, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you will indemnify Ultraviolet for any liability or expense Ultraviolet may incur in connection with such Sales Taxes. Upon Ultraviolet’s request, you will provide it with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this section, “Sales Tax” shall mean any sales, use, excise, services or other tax measured by the value of sales. When you order Creator Offerings for overseas delivery, you may be subject to import duties and taxes, which are levied when the package with the Creator Offerings arrives at the destination that you specified. Any charges for customs clearance have to be borne by you, as Ultraviolet has no control over such charges and cannot foresee the amount charged (if any). Since customs policies vary from country to country, you should contact the customs office in the country where you have us ship your products to get more information. Please also be aware that you are considered the importer of record and must comply with all laws and regulations of such country.
16. Wallet System. To purchase certain Creator Offerings, you may be required to add credits (“Gems”) to your Account wallet (“Wallet”) in order to pay for such Creator Offerings purchased through the Services. Gems may be automatically deducted from your Wallet for any outstanding balances on your Account.
17. You may add Gems in any increment presented to you at the point of purchase. The amount that you add to your Wallet shall be charged in accordance with your selected Payment Method when you confirm the addition of such Gems to your Wallet. Gems may only be used in connection with the purchases you make through the Services, and any purchase you make will result in a deduction in Gems from your Wallet balance. Any unused Gems will remain in your Wallet, and you may review and determine your remaining Wallet balance by visiting your Account and selecting the “Wallet” icon, or you may contact us at support@ultraviolet.club. If your Wallet balance falls below ten dollars ($10.00 USD), you may redeem the cash value of the Gems in your Wallet by emailing [support@ultraviolet.club].
18. If the cost of a Creator Offering exceeds the amount of Gems in your Wallet, you will be prompted to add additional Gems to your Wallet.
19. Gems may not be resold, transferred for value, redeemed for cash, or applied to any other account, except to the extent required by law. Gems are not returnable or refundable for cash except in states where required by law. Gems may not be sold or bartered to third parties.
20. Wallet Gems do not expire.
21. Payment Processor. Ultraviolet uses a third-party payment processor (“Payment Processor”) as the third-party service provider for payment services. By using the Services, you agree to be bound by our Payment Processor’s Privacy Policy, and hereby consent and authorize Ultraviolet and our Payment Processor to share any information and payment instructions you provide with third-party service provider(s) to the minimum extent required to complete your transactions. By making a purchase through the Services, you also agree to be bound by our Payment Processor’s services agreement. Our current payment processor is Stripe, Inc. and you hereby agree to Stripe’s privacy policy (https://stripe.com/privacy) and terms of use (https://stripe.com/legal). All information that you provide to us or to our Payment Processor must be accurate, current, and complete. By making a purchase, you authorize Ultraviolet to charge your Payment Method in accordance with this Section 4, and you agree that Ultraviolet is authorized to charge your Payment Method for all fees and charges due and payable to Ultraviolet hereunder and that no additional notice or consent is required. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY PAYMENT METHOD USED TO PAY ANY AMOUNTS OWED IN CONNECTION WITH THE SERVICES.
22. USER CONTENT
23. User Content. “User Content” means any and all information and content that a user submits to, or uses with, the Services (e.g., content in the user’s profile or postings in a live newsfeed). You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party. You hereby represent and warrant that your User Content does not violate Section 6. You further represent that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display your User Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in your User Content. You may not represent or imply to others that your User Content is in any way provided, sponsored or endorsed by Ultraviolet. Because you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates Section 6. Ultraviolet is not obligated to backup any User Content, and your User Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content if you desire.
24. License. You hereby grant (and you represent and warrant that you have the right to grant) to Ultraviolet an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use and exploit your User Content, and to grant sublicenses of the foregoing rights, solely for the purposes of including your User Content in connection with the Services. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
25. Enforcement. We reserve the right (but have no obligation) to review any User Content, and to investigate and/or take appropriate action against you in our sole discretion if you violate Section 6 or any other provision of this Agreement or otherwise create liability for us or any other person. Such action may include removing or modifying your User Content, terminating your Account in accordance with Section 12, and/or reporting you to law enforcement authorities.
26. Feedback. If you provide Ultraviolet with any feedback or suggestions regarding the Services (“Feedback”), you hereby assign to Ultraviolet all rights in such Feedback and agree that Ultraviolet shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Ultraviolet will treat any Feedback you provide to Ultraviolet as non-confidential and non-proprietary. You agree that you will not submit to Ultraviolet any information or ideas that you consider to be confidential or proprietary.
27. ACCEPTABLE USE POLICY. You agree not to: (i) use the Services to upload, transmit, display, or distribute any User Content that (a) violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; or (b) that is in violation of any law, regulation, or obligations or restrictions imposed by any third party, or is otherwise objectionable; (ii;) upload, transmit, or distribute to or through the Services any computer viruses, worms, or any software intended to damage or alter a computer system or data; (iii) send through the Services unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iv) abuse other users’ personal information that you receive through the Services, such as to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (v) interfere with, disrupt, or create an undue burden on servers or networks connected to the Services, or violate the regulations, policies or procedures of such networks; (vi) attempt to gain unauthorized access to the Services (or to other computer systems or networks connected to or used together with the Services), whether through password mining or any other means; (vii) interfere with any other user’s use and enjoyment of the Services; (viii) request or offer to perform or deliver a Creator Offering that is illegal or violates any of the terms set forth herein; (ix) impersonates any person or entity, including any employee or representative of Ultraviolet; or (x) use software or automated agents or scripts to produce multiple accounts on the Services, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Services (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials, subject to the parameters set forth in our robots.txt file).
28. ULTRAVIOLET COMMUNICATIONS.
29. Generally. You may have the opportunity to provide us with your phone number or e-mail address. By providing your phone number or email address to us, you consent to receive SMS/text messages, and email communications from Ultraviolet. Communications from us may include communications about your use of the Services.
30. Promotional Email Communications. If you opt-in to receive marketing or promotional email communications from us, you will have the ability to opt out of receiving such communications by following the unsubscribe instructions in the communication itself. YOU ACKNOWLEDGE THAT YOU ARE NOT REQUIRED TO CONSENT TO RECEIVE PROMOTIONAL EMAILS AS A CONDITION OF USING THE SERVICES. CONSENT TO THESE PROMOTIONAL MESSAGES IS NOT REQUIRED TO ACCESS THE SITE OR SERVICES.
31. Electronic Communications. The communications between you and Ultraviolet use electronic means, whether you use the Services or send us emails, or whether Ultraviolet posts notices on the Services or communicates with you via email. For contractual purposes, you (i) consent to receive communications from Ultraviolet in an electronic form; and (ii) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Ultraviolet provides to you electronically satisfy any legal requirement that such communications would satisfy if they were to be in a hardcopy writing. The foregoing does not affect your non-waivable rights.
32. INDEMNIFICATION. You agree to indemnify and hold Ultraviolet (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (i) your use of the Services, (ii) your User Content, (iii) your violation of this Agreement; or (iv) your violation of applicable laws or regulations. Ultraviolet reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Ultraviolet. Ultraviolet will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
33. THIRD-PARTY LINKS, APPLICATIONS; OTHER USERS
34. Third-Party Links, Applications. The Services may contain links to third-party websites and services, and applications for third parties (collectively, “Third-Party Links & Applications”). Such Third-Party Links & Applications are not under the control of Ultraviolet, and Ultraviolet is not responsible for any Third-Party Links & Applications. Ultraviolet provides access to these Third-Party Links & Applications only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links & Applications. You use all Third-Party Links, & Applications at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links & Applications, the applicable third-party’s terms and policies apply, including the third-party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Applications.
35. Other Users. Each user of the Services is solely responsible for any and all of its own User Content. Because we do not control User Content, you acknowledge and agree that we are not responsible for any User Content, whether provided by you or by others. We make no guarantees regarding the accuracy, currency, suitability, or quality of any User Content. Your interactions with other users, including any interactions with Members, and/or Creators and the delivery of Creator Offerings, are solely between you and such users. You agree that Ultraviolet will not be responsible for any loss or damage incurred as the result of any such interactions. We do not oversee the performance or delivery of any Creator Offerings. If there is a dispute between you and any user of the Services, we are under no obligation to become involved. Provided, however, we reserve the right to intercede in such disputes at our sole discretion.
36. DISCLAIMERS
THE SERVICES ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS AND NO GUARANTEES REGARDING OUTCOMES OR PERFORMANCE. WE HAVE NO LIABILITY FOR RESULTS IN CONNECTION WITH THE SERVICES, INCLUDING BUT NOT LIMITED TO, THE ADEQUACY OF ANY CREATOR OFFERINGS, OR THE ACTIONS OR OMISSIONS OF A CREATOR OR FAN. ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE SERVICES IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE SERVICES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT WHETHER PROVIDED BY ULTRAVIOLET OR ANOTHER USER OF THE SERVICES. YOU ACKNOWLEDGE AND AGREE THAT WHEN USING OUR SERVICES, YOU WILL BE EXPOSED TO CONTENT FROM A VARIETY OF SOURCES, AND THAT ULTRAVIOLET IS NOT RESPONSIBLE FOR THE ACCURACY, USEFULNESS, SAFETY, LEGALITY, OR INTELLECTUAL PROPERTY RIGHTS OF OR RELATING TO ANY SUCH CONTENT. YOU FURTHER UNDERSTAND AND ACKNOWLEDGE THAT YOU MAY BE EXPOSED TO CONTENT THAT IS INACCURATE, OFFENSIVE, INDECENT, OBJECTIONABLE, OR HARASSING, AND YOU AGREE TO WAIVE, AND HEREBY DO WAIVE, ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES YOU HAVE OR MAY HAVE AGAINST ULTRAVIOLET WITH RESPECT THERETO.
ULTRAVIOLET (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SITE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
1. LIMITATION ON LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL ULTRAVIOLET (OR OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF ULTRAVIOLET HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (i) THE TOTAL AMOUNT PAID BY YOU OR PAYABLE TO YOU ON OR THROUGH THE SERVICE DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY; OR (ii) ONE HUNDRED ($100) DOLLARS. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ULTRAVIOLET AND YOU.
12. TERM AND TERMINATION. Subject to this Section, this Agreement will remain in full force and effect while you use the Services. We may suspend or terminate your rights to use the Services (including your Account) at any time for any reason at our sole discretion, including for any use of the Services in violation of this Agreement. Upon termination of your rights under this Agreement, your Account and right to access and use the Services will terminate immediately. You understand that any termination of your Account may involve deletion of your User Content associated with your Account from our live databases. Ultraviolet will not have any liability whatsoever to you for any termination of your rights under this Agreement, including for termination of your Account or deletion of your User Content. Even after your rights under this Agreement are terminated, the following provisions of this Agreement will remain in effect: Sections 1, 3.3 - 3.6, and 4 -17.
2. COPYRIGHT POLICY
Ultraviolet respects the intellectual property of others and asks that users of our Services do the same. In connection with our Services, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing materials and for the termination, in appropriate circumstances, of users of our online Services who are repeat infringers of intellectual property rights, including copyrights. If you believe that one of our users is, through the use of our Services, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated Copyright Agent:
1. your physical or electronic signature;
2. identification of the copyrighted work(s) that you claim to have been infringed;
3. identification of the material on our services that you claim is infringing and that you request us to remove;
4. sufficient information to permit us to locate such material;
5. your address, telephone number, and e-mail address;
6. a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
7. a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.
Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
The designated Copyright Agent for Ultraviolet is:
Designated Agent: [Justin Fuisz]
Address of Agent: [8811 Rising Glen Pl West Hollywood, CA 90069]
Telephone: [+1 (213) 799-5185]
Fax: [+1 (213) 799-5185]
Email: [DMCA@ultraviolet.club ]
1. INTERNATIONAL USERS. The Services can be accessed from countries around the world and may contain references to services and content that are not available in your country. These references do not imply that Ultraviolet intends to announce such services or content in your country. The Services are controlled and offered by Ultraviolet from its facilities in the United States of America. Ultraviolet makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.
2. ARBITRATION CLAUSE AND CLASS ACTION WAIVER . Please read the following arbitration agreement in this section (“Arbitration Agreement”) carefully. It requires that you and Ultraviolet arbitrate disputes against one another.Dispute Resolution: PLEASE BE AWARE THAT THIS SECTION 15 CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND ULTRAVIOLET HAVE AGAINST EACH OTHER WILL BE RESOLVED. AMONG OTHER THINGS, THIS SECTION 15 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND ULTRAVIOLET BE RESOLVED BY BINDING AND FINAL ARBITRATION. THIS SECTION 15 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ THIS SECTION 15 CAREFULLY.
1. Applicability of Arbitration Agreement. Subject to the terms of this Arbitration Agreement, you and Ultraviolet agree that any dispute, claim, or disagreement arising out of or relating in any way to your access to or use of the Services, any communications you receive, any products sold or distributed through the Services, or the Terms, including claims and disputes that arose between us before the effective date of these Terms (each, a “Dispute”) will be resolved by binding arbitration, rather than in court, except that: (i) you and Ultraviolet may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (ii) you or Ultraviolet may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of the Terms as well as claims that may arise after the termination of these Terms.
2. Informal Dispute Resolution. There may be instances when a Dispute arises between you and Ultraviolet. If that occurs, Ultraviolet is committed to working with you to reach a reasonable resolution. You and Ultraviolet agree that good faith informal efforts to resolve Disputes can result in a prompt, low‐cost and mutually beneficial outcome. You and Ultraviolet therefore agree that before either party commences arbitration against the other (or initiates an action in small claims court if a party so elects), we will personally meet and confer telephonically or via videoconference, in a good faith effort to resolve informally any Dispute covered by this Arbitration Agreement (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you also agree to participate in the conference.
The party initiating a Dispute must give notice to the other party in writing of its intent to initiate an Informal Dispute Resolution Conference (“Notice”), which shall occur within 45 days after the other party receives such Notice, unless an extension is mutually agreed upon by the parties in writing. Notice to Ultraviolet that you intend to initiate an Informal Dispute Resolution Conference should be sent by email to support@ultraviolet.club or regular mail to our offices located at 8811 Rising Glen Pl., West Hollywood CA 90069 . The Notice must include: (i) your name, telephone number, mailing address, e‐mail address associated with your account (if you have one); (ii) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (iii) a description of your Dispute.
The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree. In the time between a party receiving the Notice and the Informal Dispute Resolution Conference, nothing in this Arbitration Agreement shall prohibit the parties from engaging in informal communications to resolve the initiating party’s Dispute. Engaging in the Informal Dispute Resolution Conference is a condition precedent and requirement that must be fulfilled before commencing arbitration. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the Informal Dispute Resolution Conference process required by this section.
1. Waiver of Jury Trial. YOU AND ULTRAVIOLET HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Ultraviolet are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in the subsection entitled “Applicability of Arbitration Agreement” above. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
2. Waiver of Class and Other Non-Individualized Relief. YOU AND ULTRAVIOLET AGREE THAT, EXCEPT AS SPECIFIED IN SUBSECTION 15.9 (BATCH ARBITRATION), EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party's individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under the subsection 15.9 (Batch Arbitration) entitled “Batch Arbitration.” Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means of a final decision, not subject to any further appeal or recourse, that the limitations of this subsection, “Waiver of Class and Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Ultraviolet agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in Los Angeles, California . All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or Ultraviolet from participating in a class-wide settlement of claims.
3. Rules and Forum. These Terms evidence a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings. If the Informal Dispute Resolution Process described above does not resolve satisfactorily within sixty (60) days after receipt of Notice, you and Ultraviolet agree that either party shall have the right to finally resolve the Dispute through binding arbitration. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims, counterclaims, or request for relief under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other disputes shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any JAMS fees and costs will be solely as set forth in the applicable JAMS rules.
A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). The Request must include: (i) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration and the account username (if applicable) as well as the email address associated with any applicable account; (ii) a statement of the legal claims being asserted and the factual bases of those claims; (iii) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States Dollars; (iv) a statement certifying completion of the Informal Dispute Resolution process as described above; and (v) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration.If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that: (a) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (b) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (c) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery.Unless you and otherwise agree, or the Batch Arbitration process discussed in subsection 15.9 (Batch Arbitration) is triggered, the arbitration will be conducted in the county where you reside. Subject to the applicable JAMS rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of the arbitration.You and Ultraviolet agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.
1. Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of California and will be selected by the parties from the JAMS roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Request, then JAMS will appoint the arbitrator in accordance with the applicable JAMS rules, provided that if the Batch Arbitration process under subsection 15.9 (Batch Arbitration) is triggered, JAMS will appoint the arbitrator for each batch.
2. Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes arising out of or related to the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except for the following: (i) all Disputes arising out of or relating to the subsection entitled “Waiver of Class and Other Non-Individualized Relief,” including any claim that all or part of the subsection entitled “Waiver of Class and Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such subsection entitled “Waiver of Class and Other Non-Individualized Relief” has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator; (ii) except as expressly contemplated in the subsection entitled “Batch Arbitration,” all Disputes about the payment of arbitration fees shall be decided only by a court of competent jurisdiction and not by an arbitrator; (iii) all Disputes about whether either party has satisfied any condition precedent to arbitration shall be decided only by a court of competent jurisdiction and not by an arbitrator; and (iv) all Disputes about which version of the Arbitration Agreement applies shall be decided only by a court of competent jurisdiction and not by an arbitrator. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties, except as expressly provided in the subsection entitled “Batch Arbitration.” The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction.
3. Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). If you or Ultraviolet need to invoke the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains an order compelling arbitration in such action shall have the right to collect from the other party its reasonable costs, necessary disbursements, and reasonable attorneys' fees incurred in securing an order compelling arbitration. The prevailing party in any court action relating to whether either party has satisfied any condition precedent to arbitration, including the Informal Dispute Resolution Process, is entitled to recover their reasonable costs, necessary disbursements, and reasonable attorneys’ fees and costs.
4. Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and Ultraviolet agree that in the event that there are one hundred (100) or more individual Requests of a substantially similar nature filed against Ultraviolet by or with the assistance of the same law firm, group of law firms, or organizations, within a thirty (30) day period (or as soon as possible thereafter), JAMS shall (i) administer the arbitration demands in batches of 100 Requests per batch (plus, to the extent there are less than 100 Requests left over after the batching described above, a final batch consisting of the remaining Requests); (ii) appoint one arbitrator for each batch; and (iii) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”).
All parties agree that Requests are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise JAMS, and JAMS shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by Ultraviolet.You and Ultraviolet agree to cooperate in good faith with JAMS to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (a) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (b) the adoption of an expedited calendar of the arbitration proceedings. This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.
1. 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: 8811 Rising Glen Pl., West Hollywood CA 90069, within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your Ultraviolet account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of these Terms of Service will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
2. Invalidity, Expiration. Except as provided in the subsection entitled “Waiver of Class or Other Non-Individualized Relief”, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. You further agree that any Dispute that you have with Ultraviolet as detailed in this Arbitration Agreement must be initiated via arbitration within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. Likewise, you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes of limitation would apply in the applicable court of competent jurisdiction.
3. Modification. Notwithstanding any provision in these Terms to the contrary, we agree that if Ultraviolet makes any future material change to this Arbitration Agreement, it will notify you. Unless you reject the change within thirty (30) days of such change becoming effective by writing to Ultraviolet at: 8811 Rising Glen Pl., West Hollywood CA 90069, your continued use of the Services, including the acceptance of products and services offered on or through the Services, following the posting of changes to this Arbitration Agreement constitutes your acceptance of any such changes. Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the Arbitration Agreement if you have previously agreed to a version of these Terms and did not validly opt out of arbitration. If you reject any change or update to this Arbitration Agreement, and you were bound by an existing agreement to arbitrate Disputes arising out of or relating in any way to your access to or use of the Services, any communications you receive, any products sold or distributed through the Services or the Agreement, the provisions of this Arbitration Agreement as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms) remain in full force and effect. Ultraviolet will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of these Terms.
4. ACCESSING AND DOWNLOADING THE APPLICATION FROM ITUNES.
5. You acknowledge and agree that the availability of certain aspects of the App are dependent on the third party from whom you received the App license, e.g., the Apple App Store or Google Play (the “App Store”). The following applies to any App Store Sourced Application accessed through or downloaded from the Apple App Store:
6. You acknowledge and agree that: (i) this Agreement is concluded between you and Ultraviolet only, and not Apple; and (ii) Ultraviolet, not Apple, is solely responsible for the App Store Sourced Application and content thereof. Your use of the App Store Sourced Application must comply with the App Store Terms of Service, and you agree to pay all fees (if any) charged by the App Store in connection with Ultraviolet Properties, including the Application. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance or support with respect to the App Store Sourced Application, and Ultraviolet, not the App Store, is solely responsible for the App, the content thereof, and warranty therefor.
7. In the event of any failure of the App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store Sourced Application to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Application. As between Ultraviolet and Apple, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Ultraviolet.
8. You and Ultraviolet acknowledge that, as between Ultraviolet and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App Store Sourced Application or your possession and use of the App Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
9. You and Ultraviolet acknowledge that, in the event of any third-party claim that the App Store Sourced Application or your possession and use of that App Store Sourced Application infringes that third party’s intellectual property rights, as between Ultraviolet and Apple, Ultraviolet, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement.
10. You and Ultraviolet acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement as related to your license of the App Store Sourced Application, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce the Agreement as related to your license of the App Store Sourced Application against you as a third-party beneficiary thereof. Without limiting any other terms of this Agreement, you must comply with all applicable third-party terms of agreement when using the App Store Sourced Application.
11. GENERAL
12. Changes. You understand that the Services are evolving. You acknowledge and agree that Ultraviolet may update the Services with or without notifying you. This Agreement is subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on our Services. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Any changes to this Agreement will be effective upon the earlier of: (i) thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable); (ii) thirty (30) calendar days following our posting of notice of the changes on our Services; and (iii) your providing assent to the updated Agreement in a specified manner, as applicable. These changes will be effective immediately for new users of our Services. Continued use of our Services following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
13. Export. The Services may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Ultraviolet, or any products utilizing such data, in violation of the United States export laws or regulations.
14. Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Ultraviolet agree that all claims and disputes arising out of or relating to this Agreement will be litigated exclusively in the state or federal courts located in California.
15. Disclosures. Ultraviolet is located at the address in Section 17.7. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
16. Entire Agreement. This Agreement constitutes the entire agreement between you and us regarding the use of the Services. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Ultraviolet is that of an independent contractor, and neither party is an agent or partner of the other. This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Ultraviolet’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Ultraviolet may freely assign this Agreement. The terms and conditions set forth in these Agreement shall be binding upon assignees.
17. Copyright/Trademark Information. Copyright © 2023, Ultraviolet, Inc. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Services are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks. All goodwill generated from the use of any Ultraviolet Marks will inure to Ultraviolet’s benefit.
18. Contact Information:
Ultraviolet Labs, Inc.
Address: 8811 Rising Glen Pl., West Hollywood CA 90069
Telephone: (213) 799 5185
Email: info@ultraviolet.club
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