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21. Limitation of Liability. IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU, IF ANY, IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL EITHER PARTY AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICES, INCLUDING WITHOUT LIMITATION THE USE OR INABILITY TO USE THE SERVICES, OR FOR ANY CONTENT OBTAINED FROM OR THROUGH THE SERVICES OR THE GROKIO SERVICES, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF CAUSE, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR SUCH PARTY'S LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY EXPRESSLY WAIVE ANY RIGHTS TO SEEK ATTORNEYS’ FEES OR COSTS IN ANY ACTION AGAINST GROKIO.
22. Health Warning and Disclaimer: No content found in any of our communities should be considered legitimate medical or health advice. Such advice can only be provided by a medical professional. By using any Grokio Community, you agree not to rely on any content found on our platform for making dietary, lifestyle or health decisions. Indemnification for Health-Related Issues: You agree not to hold Grokio and its owners and administrators responsible for any consequences, including but not limited to diseases, injuries, or other health-related issues, that may arise as a result of actions taken based on information found on our websites or mobile apps.
23. International Users. The Grokio Services are based in and offered from the USA. Any personal information which we may collect on the Grokio Services may be stored and processed in our servers located in the United States or in any other country in which we, or our affiliates, subsidiaries, or agents maintain facilities. You consent to any such transfer of personal information outside your country of residence to any such location. Your use of the Grokio Services is governed by the laws of the United States, regardless of where you reside. You are responsible for compliance with local laws in your use of the Grokio Services, we do not warrant or represent that the Grokio Services are appropriate for use in other countries or that they are legal in all jurisdictions.
22 23.1. If you are resident within the European Union (including the United Kingdom) please see the GDPR section of our Privacy Policy.
2324. Registration Data. Registration is required for you to establish an account at the Grokio Services. You agree (i) to provide certain current, complete, and accurate information about you as prompted to do so by our online registration form ("Registration Data"), and (ii) to maintain and update such Registration Data as required to keep such information current, complete and accurate. You warrant that your Registration Data is and will continue to be accurate and current, and that you are authorized to provide such Registration Data. You authorize us to verify your Registration Data at any time. If any Registration Data that you provide is untrue, inaccurate, not current or incomplete, we retain the right, in its sole discretion, to suspend or terminate rights to use your account. Solely to enable us to use information you supply us internally, so that we are not violating any rights you might have in that information, you grant to us a nonexclusive license to (i) convert such information into digital format such that it can be read, utilized and displayed by our computers or any other technology currently in existence or hereafter developed capable of utilizing digital information, and (ii) combine the information with other content provided by us in each case by any method or means or in any medium whether now known or hereafter devised.
2425. How We Treat Postings to The Grokio Services. We will not treat information that you post to areas of the Grokio Services that are viewable by others (for example, to a blog, forum or chat-room) as proprietary, private, or confidential. We have no obligation to monitor posts to the Grokio Services or to exercise any editorial control over such posts; however, we reserve the right to review such posts and to remove any material that, in our judgment, is not appropriate. Posting, transmitting, promoting, using, distributing or storing content that could subject us to any legal liability, whether in tort or otherwise, or that is in violation of any applicable law or regulation, or otherwise contrary to commonly accepted community standards, is prohibited, including without limitation information and material protected by copyright, trademark, trade secret, nondisclosure or confidentiality agreements, or other intellectual property rights, and material that is obscene, defamatory, constitutes a threat, or violates export control laws.
2526. Defamation; Communications Decency Act Notice. We are a provider of "interactive computer services" under the Communications Decency Act, 47 U.S.C. Section 230, and as such, our liability for defamation and other claims arising out of any postings to the Grokio Services by third parties is limited as described therein. We are not responsible for content or any other information posted to the Grokio Services by third parties. We neither warrant the accuracy of such postings or exercise any editorial control over such posts, nor do we assume any legal obligation for editorial control of content posted by third parties or liability in connection with such postings, including any responsibility or liability for investigating or verifying the accuracy of any content or any other information contained in such postings.
2627. DMCA Notice. Grokio is an Internet "service provider" under the Digital Millennium Copyright Act, 17 U.S.C. Section 512 ("DMCA"). As Required by the DMCA, the Grokio Services maintains specific contact information provided below, including an e-mail address, for notifications of claimed infringement regarding materials posted to the Grokio Services. All notices should be addressed to the contact person specified below (our agent for notice of claimed infringement):
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In notifying us of alleged copyright infringement, the DMCA requires that you include the following information: (i) description of the copyrighted work that is the subject of claimed infringement; (ii) description of the infringing material and information sufficient to permit us to locate the alleged material; (iii) contact information for you, including your address, telephone number and/or e-mail address; (iv) a statement by you that you have a good faith belief that the material in the manner complained of is not authorized by the copyright owner, or its agent, or by the operation of any law; (v) a statement by you, signed under penalty of perjury, that the information in the notification is accurate and that you have the authority to enforce the copyrights that are claimed to be infringed; and (vi) a physical or electronic signature of the copyright owner or a person authorized to act on the copyright owner's behalf. Failure to include all of the above-listed information may result in the delay of the processing of your complaint.
2728. Consumer Rights Information; California Civil Code Section 1789.3. If the Grokio Services charges for services, products, content, or information, pricing information will be posted as part of the ordering process for the Grokio Services. We maintain specific contact information including an e-mail address for notifications of complaints and for inquiries regarding pricing policies in accordance with California Civil Code Section 1789.3. All correspondence should be addressed to our agent for notice at the following address:
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The Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs may be contacted in writing at 1020 N. Street, #501, Sacramento, CA 95814, or by telephone at 1-916-445-1254.
2829. Monitoring. We reserve the right to monitor your access and use of the Grokio Services without notification to you. We may record or log your use in a manner as set out in our Privacy Policy that is accessible through the Legal Notices link on the Grokio Services.
2930. Privacy and Security. You may access, read, and print our policies regarding privacy and security through the Legal Notices link on the Grokio Services' home page. As stated in our Privacy Policy, we reserve the right to modify our terms regarding privacy and security from time to time. In your review of our Privacy Policy, please note our policies regarding email notice to you and your rights to opt out of such emails. Provided that we comply with the security policies specified in our Privacy Policy, we will not, under any circumstances, be held responsible or liable for situations where information or transmissions are accessed by third parties through illegal or illicit means or through the exploitation of security vulnerabilities in the Grokio Services and network. We will promptly report to you any unauthorized access to your information promptly upon discovery, and we will use diligent efforts to promptly remedy any security vulnerability that permitted the unauthorized access. If notification to persons affected by the unauthorized access is required, you agree to be solely responsible for any and all such notifications at your expense.
3031. Notices. We may give notice to you by means of (i) a general notice in your account information, (ii) by electronic mail to your e-mail address on record in your Registration Data, or (iii) by written communication sent by first class mail or pre-paid post to your address on record in your Registration Data. Such notice shall be deemed to have been given upon the expiration of forty-eight (48) hours after mailing or posting (if sent by first class mail or pre-paid post) or twelve (12) hours after sending (if sent by email). You may give notice to us (such notice shall be deemed given when received by us) at any time by any of the following: (a) by electronic-email sent to us at the following email address, hello@grokioapp.com; or (b) by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail to us as follows: Grokio Communities LLC, 30 N Gould St, Suite 23606, Sheridan, WY 82801, in either case, addressed to the attention of "President of the Company". Notices will not be effective unless sent in accordance with the above requirements.
3132. Arbitration. Except for injunctions to protect intellectual property rights and actions to enforce an arbitrator’s decision hereunder, all disputes, controversies, or claims arising out of or relating to this Agreement or a breach thereof shall be submitted to binding arbitration before the American Arbitration Association ("AAA") pursuant to the Expedited Procedures of the Commercial Rules then in effect. There shall be one arbitrator, and such arbitrator shall be chosen by mutual agreement of the parties in accordance with AAA rules. In the event the parties are unable to agree upon the selection of an arbitrator within forty-five (45) days of the service of the claim upon the respondent, the arbitrator shall be chosen by the AAA either sua sponte or at the request of either party. The seat and venue of any arbitral proceedings shall be in the County and State of New York, USA, and may be conducted by telephone or online. Except by mutual agreement of the parties, an award must be entered no later than six (6) months from the appointment of the arbitrator. The controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The findings of the arbitrator shall be final and binding on the parties, and may be entered in any court of competent jurisdiction for enforcement. Enforcements of any award or judgment shall be governed by the United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards. Should either party file an action contrary to this provision, the other party may recover attorney's fees and costs up to $1000.00.
3233. Governing Law; Jurisdiction and Venue. This Agreement shall be governed by the laws of the State of New York, USA without recourse to its rules regarding conflicts of law. The state and federal courts located in New York County in the State of New York, USA shall be the exclusive venue for all legal proceedings which cannot be arbitrated under this Agreement.
3334. Severability. If any provision of this Agreement is declared invalid or unenforceable, such provision shall be deemed modified to the extent necessary and possible to render it valid and enforceable. In any event, the unenforceability or invalidity of any provision shall not affect any other provision of this Agreement, and this Agreement shall continue in full force and effect, and be construed and enforced, as if such provision had not been included, or had been modified as above provided, as the case may be.
3435. Force Majeure. We shall not be liable for damages for any delay or failure of delivery arising out of causes beyond our reasonable control and without our fault or negligence, including, but not limited to, Acts of God, acts of civil or military authority, fires, riots, wars, embargoes, Internet disruptions, hacker attacks, or communications failures.
3536. U.S. Government End-Users. The software for the Grokio Services consists of "commercial items," as that term is defined in 48 C.F.R. 2.101 (Oct. 1995), consisting of "commercial computer software" and "commercial computer software documentation," as such terms are used in 48 C.F.R. 12.212 (Sept. 1995). Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all U.S. Government end-users of the Grokio Services acquire only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.
3637. Survival. Those clauses the survival of which is necessary for the interpretation or enforcement of this Agreement shall continue in full force and effect in accordance with their terms notwithstanding the expiration or termination hereof, such clauses to include, without limitation, the following: License Restrictions, Warranty Disclaimer, Limitation of Liability, Privacy And Security, Notices, Arbitration, Jurisdiction and Venue, Severability, Force Majeure, and Miscellaneous.
3738. Privacy. Please review the Grokio Services' Privacy Policy which also governs your visit to the Grokio Services. Our Privacy Policy is always accessible on the Grokio Services’ home pages and mobile app under Legal Notices.
3839. Miscellaneous.
38 39.1. This Agreement and our Privacy Policy (collectively the "Terms and Conditions") constitute the entire understanding of the parties with respect to the Grokio Services and merges all prior communications, representations, and agreements. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.
38 39.2. This Agreement is written in English, and English is its controlling language. This document may have been translated into other languages for your convenience only. In the event of any inconsistency or discrepancy between the English version and any other language version of this document, the English version will prevail.
38 39.3. If you are located outside the U.S., you are responsible for complying with any local laws in your jurisdiction which might impact your right to import, export or use the Grokio Services, and you represent that you have complied with any regulations or registration procedures required by applicable law to make this agreement enforceable.
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