Effective Date: 05/24/2021
Certain areas, features, or functionality of the Sites may be subject to different or additional terms, rules, guidelines or policies (“Additional Rules”), and we may provide such Additional Rules to you via postings, pop-up notices, links, or other means at the time that you access or use the relevant area, feature or functionality. From time to time, such Additional Rules may conflict with these Terms. In the event of such a conflict, the Additional Rules will control. Any reference to the “Terms” in this agreement includes the Additional Rules.
IMPORTANT NOTICE: PLEASE NOTE THE ARBITRATION REQUIREMENT AND CLASS ACTION WAIVER SET FORTH BELOW, WHICH REQUIRES YOU TO ARBITRATE CLAIMS YOU MAY HAVE AGAINST US ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY.
ACCOUNT CREATION AND PASSWORDS
To access certain portions of the Sites, you may need to create an account. You agree to provide truthful and accurate information during the account creation process. You also agree to maintain the accuracy of any submitted data. If you provide any information that is untrue, inaccurate, or incomplete, we reserve the right to terminate your account and suspend your use of any and all of the Sites.
You are responsible for preserving the confidentiality of your account password and will notify us of any known or suspected unauthorized use of your account. You agree that you are responsible for all acts or omissions that occur on your account while your password is being used.
COPYRIGHT AND TRADEMARK OWNERSHIP
The Sites and their content, features and functionality, including, without limitation, information, text, graphics, software, logos, button icons, images, audio clips, video clips, data compilations and the design, selection and arrangement thereof (collectively, the “MuukLabs Content”), are the exclusive property of MuukLabs, our licensors, or other content suppliers, and are protected by United States and international copyright, trademark, patent and other intellectual property and proprietary rights laws, and may not be used or exploited in any way without our prior written consent.
No aspect of the MuukLabs Content is being sold or transferred to you through your use of the Sites. We are providing you with access to the Sites pursuant to a limited, non-exclusive, non-sub-licensable, non-transferable, revocable license, and at all times subject to these Terms. You can use the Sites for personal, non-commercial use only. This license is available to you as long as you are not barred from the Sites by applicable law and your access is not terminated by us. If these Terms are not enforceable where you are located, you may not use the Sites. MuukLabs reserves all right, title, and interest not expressly granted under this license to the fullest extent possible under applicable laws.
Except as otherwise expressly stated herein, you may not modify, copy, distribute, display, reproduce, sell, license, or create derivative works from any MuukLabs Content, in whole or in part, including any text, images, audio, and video in any manner, without the prior written authorization of MuukLabs or any applicable third party suppliers. Any unauthorized use of the MuukLabs Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and applicable regulations and statutes. You agree to comply with reasonable written requests from us to help us protect our proprietary and intellectual property rights.
YOUR INTELLECTUAL PROPERTY RIGHTS AND LICENSE GRANT
Some features on our Sites, either now or in the future, may allow you to post or submit, and/or transmit communications and content on or through the Sites (“Your Content”). You will retain ownership of any intellectual property rights to Your Content, but you automatically grant, or warrant that you and/or the owner of such content has expressly granted MuukLabs a royalty-free, perpetual, irrevocable, worldwide, unlimited, nonexclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform, and display Your Content in any media or medium, or any form, format, or forum now known or hereafter developed. We may sublicense these rights through multiple tiers of sublicenses. You are responsible for Your Content, and acknowledge that once published, we cannot always remove it.
Communications and content submitted on or through the Sites shall not be deemed confidential and MuukLabs shall not have any obligation to keep any such material confidential. MuukLabs shall be free to use any ideas, concepts, know-how or techniques contained in such information for any purpose whatsoever including, but not limited to, developing, manufacturing, and marketing products incorporating such information.
By using the Sites, you agree to not use the Sites in any manner that:
- Is illegal, immoral, false, misleading, harmful, unauthorized, infringing, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, offensive, hateful, or racially, ethnically or otherwise inappropriate or objectionable, all as determined by MuukLabs in our sole discretion;
- Is designed to interrupt, destroy or limit the functionality of, any computer software or hardware or telecommunications equipment (including by means of software viruses or any other computer code, files or programs);
- Interferes with or disrupts the Sites, services connected to the Sites, or otherwise interferes with operations or services of the Sites in any way;
- Infringes any copyright, trademark, trade secret, patent or other right of any party, or defames or invades the publicity rights or the privacy of any person, living or deceased (or impersonates any such person);
- Consists of any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
- Causes MuukLabs to lose (in whole or in part) the services of our Internet service providers or other suppliers;
- Links to materials or other content, directly or indirectly, to which you do not have a right to link;
- Copies, modifies, creates a derivative work of, reverse engineers, decompiles or otherwise attempts to extract the source code of the software underlying the Sites or any portion thereof;
- Violates, or encourages to violate, any applicable local, state, national, or international law, regulation, or order; or
- Exposes MuukLabs to any liability of any kind.
We shall have the right, but not the obligation, to monitor, evaluate, and analyze any use of and access to the Sites for any reason, including to determine compliance with these Terms. If any use of our Sites is deemed objectionable, as determined by us in our sole discretion, we have the right to block your access to and use of the Sites, with no liability or compensation owed to you.
LINKS TO EXTERNAL SITES
The Sites may contain links to other websites. We are not responsible for the availability of these external websites nor do we necessarily endorse the activities or services provided by these websites. Under no circumstances shall we be held responsible or liable, directly or indirectly, for any loss or damage caused or alleged to have been caused to a user in connection with the use of or reliance on any content, goods or services available on such external websites.
Without the prior written permission of MuukLabs, you may not frame, or make it appear that a third-party site is presenting or endorsing, any of the content of the Sites, or incorporate any intellectual property of the Sites, MuukLabs or any of its licensors into another website or other service.
DISCLAIMER OF WARRANTIES
TO THE FULLEST EXTENT PERMITTED UNDER LAW AND SAVE FOR THE RIGHTS GRANTED TO CONSUMERS UNDER APPLICABLE LAWS, THE SITES AND THE CONTENT ON THE SITES ARE PROVIDED “AS IS.” MUUKLABS MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER TO YOU OR ANY OTHER PERSON RELATING IN ANY WAY TO THE SITES OR THE CONTENT OR COMMUNICATIONS ON THE SITES, OR ANY WEBSITE OR OTHER CONTENT OR SERVICE THAT MAY BE ACCESSIBLE DIRECTLY OR INDIRECTLY THROUGH THE SITES, TO THE EXTENT PERMITTED BY LAW. MUUKLABS DISCLAIMS IMPLIED WARRANTIES THAT THE SITES AND ALL SOFTWARE, CONTENT AND SERVICES, INFORMATION DISTRIBUTED THROUGH THE SITES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, TIMELY, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY MUUKLABS OR A REPRESENTATIVE SHALL CREATE A WARRANTY.
WE DO NOT GUARANTEE THAT THE SITES WILL MEET YOUR REQUIREMENTS, OR THAT THEY ARE ERROR-FREE, RELIABLE, WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SERVICES, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, OR FREE OF HARMFUL CODE, OR AVAILABLE AT ALL TIMES. WE DO NOT GUARANTEE THAT THE SERVICES THAT MAY BE OBTAINED FROM THE USE OF THE SITES, INCLUDING ANY SUPPORT SERVICES, WILL BE EFFECTIVE, RELIABLE, AND ACCURATE OR MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SITES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT ALL TIMES OR LOCATIONS OF YOUR CHOOSING.
FURTHER, MUUKLABS DOES NOT ENDORSE AND MAKES NO WARRANTY REGARDING THE ACCURACY OR RELIABILITY OF ANY OPINION, INFORMATION, ADVICE OR STATEMENT ON THE SITES. UNDER NO CIRCUMSTANCES WILL MUUKLABS BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE CONTENT ON THE SITES. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION, OPINION, ADVICE OR OTHER CONTENT AVAILABLE THROUGH THE SITES. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC INFORMATION, OPINION, ADVICE OR OTHER CONTENT ON THE SITES.
SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED UNDER LAW, MUUKLABS WILL HAVE NO OBLIGATION OR LIABILITY (WHETHER ARISING IN CONTRACT, WARRANTY, TORT, INCLUDING NEGLIGENCE, PRODUCT LIABILITY, OR OTHERWISE) FOR ANY DAMAGES OR LIABILITIES, INCLUDING DIRECT, INCIDENTAL, INDIRECT, SPECIAL, OR CONSEQUENTIAL (INCLUDING ANY LOSS OF DATA, REVENUE OR PROFIT OR DAMAGES ARISING FROM PERSONAL INJURY/WRONGFUL DEATH) ARISING WITH RESPECT TO YOUR USE OF THE SITES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION APPLIES TO DAMAGES ARISING FROM (i) USE OF OR INABILITY TO USE THE SITES, (ii) COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES, (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS BY THIRD PARTIES, (iv) THIRD PARTY CONTENT MADE AVAILABLE TO YOU THROUGH THE SITES, OR (v) ANY OTHER MATTER RELATING TO THE SITES. YOU AGREE TO BE RESPONSIBLE FOR ANY AND ALL LIABILITIES, COSTS AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES, FINES, AND COSTS OF ENFORCEMENT) ARISING FROM OR RELATED TO YOUR BREACH, ACTS, OR OMISSIONS UNDER THESE TERMS. IN NO EVENT SHALL MUUKLABS BE LIABLE TO ANYONE FOR ANY DAMAGES, WHETHER IN CONTRACT OR TORT (INCLUDING NEGLIGENCE), INCLUDING BUT NOT LIMITED TO DIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, COLLATERAL, INCIDENTAL, PUNITIVE, OR INDIRECT DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE, THE RESULTS OF USE, OR THE INABILITY TO USE THE SITES, EVEN IF MUUKLABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. MUUKLABS SHALL HAVE NO OBLIGATION UNDER THESE TERMS TO CORRECT ANY BUGS, DEFECTS OR ERRORS IN THE SITES OR TO OTHERWISE SUPPORT OR MAINTAIN THE SITES. UPON YOUR BREACH OF THESE TERMS, MUUKLABS’S REMEDIES SHALL INCLUDE ANY DAMAGES AND RELIEF AVAILABLE AT LAW OR IN EQUITY AGAINST YOU AS WELL AS INTERRUPTION OR TERMINATION OF ACCESS TO THE SITES AND PERMANENT DELETION OR DESTRUCTION OF ALL PORTIONS OF THE SITES WITHIN YOUR POSSESSION, CUSTODY OR CONTROL. IF MUUKLABS RETAINS ANY THIRD PARTY TO OBTAIN ANY REMEDY TO WHICH IT IS ENTITLED UNDER THESE TERMS, MUUKLABS SHALL BE ENTITLED TO RECOVER FROM YOU ALL COSTS AND EXPENSES, INCLUDING ATTORNEY’S FEES OR COLLECTION AGENCY COMMISSIONS, INCURRED. YOU ARE NOT RESPONSIBLE FOR ACTS OR OMISSIONS OF OTHER USERS, CLIENTS, OR END USERS UNLESS SUCH ACTS OR OMISSIONS ARE ATTRIBUTABLE IN ANY WAY TO YOUR ACTS OR OMISSIONS. THE LIMITATION OF LIABILTY CONTAINED IN THESE TERMS IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND MUUKLABS. THE SITES WOULD NOT BE PROVIDED TO YOU WITHOUT SUCH LIMITATIONS.
In addition, when using the Sites, information will be transmitted over a medium which is beyond the control and jurisdiction of MuukLabs, its partners, advertisers, and sponsors or any other third party mentioned on the Sites. Accordingly, MuukLabs assumes no liability for or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Sites.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
You agree to defend (at MuukLabs’s option), indemnify, and hold MuukLabs harmless from and against any and all liabilities, claims, damages, costs, and expenses, including attorneys’ fees and costs, arising from or related to your misuse of the Sites (as determined by MuukLabs in its sole discretion) or any breach by you of these Terms. We reserve the right, at our expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in any case, you agree to cooperate with us if and as requested by us in the defense and settlement of such matter.
DISPUTE RESOLUTION AND AGREEMENT TO ARBITRATE
By using the Sites, you and MuukLabs agree that, if there is any controversy, claim, action, or dispute arising out of or related to your use of the Sites or the breach, enforcement, interpretation, or validity of these Terms or any part of them, except for disputes that qualify for small claims court or those related to either party’s intellectual property (“Dispute”), both parties shall first try in good faith to settle such Dispute by providing written notice to the other party describing the facts and circumstances of the Dispute and allowing the receiving party thirty (30) days in which to respond to or settle the Dispute. Notice shall be sent to:
- Us, at 400 W North St, Apt1500, Raleigh, NC, 27603 or
- You, at the address we have on file for you.
Both you and MuukLabs agree that this dispute resolution procedure is a condition precedent that must be satisfied before initiating any litigation or filing any claim against the other party. IF ANY DISPUTE CANNOT BE RESOLVED BY THE ABOVE DISPUTE RESOLUTION PROCEDURE, YOU AGREE THAT THE SOLE AND EXCLUSIVE JURISDICTION FOR SUCH DISPUTE WILL BE DECIDED BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY. Other rights that you and we would otherwise have in court will not be available or will be more limited in arbitration, including discovery and appeal rights. All such disputes shall be exclusively submitted to JAMS (www.jamsadr.com) for binding arbitration under its rules then in effect, before one arbitrator to be mutually agreed upon by both parties, in the Raleigh, North Carolina area.
The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute arising under or relating to the interpretation, applicability, enforceability, or formation of these Terms, including any claim that all or any part of these Terms are void or voidable.
Notwithstanding anything to the contrary in these Terms, the arbitration shall be conducted in compliance with JAMS’ Consumer Arbitration Minimum Standards (www.jamsadr.com/consumer-minimum-standards) (“Minimum Standards”) if the Minimum Standards are deemed by JAMS or the arbitrator to be applicable to the Dispute.
CHOICE OF LAW AND CHOICE OF FORUM
These Terms have been made in and shall be construed in accordance with the laws of the United States (including federal arbitration law) and the state of North Carolina, without giving effect to any conflict of laws principles. Except for disputes or claims properly lodged in a small claims court in the United States, any disputes or claims not subject to the arbitration provision discussed above shall be resolved by a court located in North Carolina and you agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.
You and MuukLabs acknowledge that these Terms evidence a transaction involving interstate commerce. Any arbitration conducted pursuant to these Terms shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16).
CLAIMS OF COPYRIGHT INFRINGEMENT
We comply with the Digital Millennium Copyright Act (“DMCA”). If you have a concern regarding the use of copyrighted material on our Sites, please contact our agent designated for responding to reports of copyright infringement (“Designated Agent”). In the subject line of your message, please include “Re: Claim of Copyright Infringement.” The contact information for our Designated Agent is as follows: 400 W North St, APT1500, Raleigh, NC (mail); +1 919 407 3193 (telephone); firstname.lastname@example.org (email)].
To be effective, the notification must be a written communication that includes the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
- Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an email address at which the complaining party may be contacted;
- A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and;
- A statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
When we receive a report of copyright infringement, we may give notice to the relevant user by means of a general notice on the Sites, email to the user’s address in our records, or written communication sent by first-class mail to the user’s physical address in our records. If you receive such a notice, you may provide counter-notification in writing to the Designated Agent that includes the information below. To be effective, the counter-notification must be a written communication that includes the following:
- Your physical or electronic signature;
- Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
- A statement from you, under penalty of perjury, that you have a good-faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
- Your name, physical address, telephone number, and a statement that you consent to the jurisdiction of a federal district court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
In an effort to protect the rights of copyright owners, we maintain a policy for the termination, in appropriate circumstances, and where technically feasible, of account holders who are repeat infringers.
MODIFICATION AND TERMINATION
We reserve the right to modify these Terms at any time. When we do so, we will update the “Effective Date” above. By continuing to use the Sites, or any portion thereof, after we post any such changes, you accept these Terms, as modified.
We shall have the right to immediately terminate these Terms and access to the Sites with respect to any user which we, in our sole discretion, consider to be using the Sites in an unacceptable manner, or in the event of any breach by you of these Terms. More generally, we may change, restrict access to, suspend or discontinue the Sites, or any portion of the Sites, at any time and at our sole discretion.
- No waiver. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to a subsequent or similar breach or breaches. If MuukLabs does not exercise or enforce any legal right or remedy which is contained in these Terms (or which MuukLabs has the benefit of under any applicable law or regulation), such action or inaction shall not be taken to be a formal waiver of MuukLabs’s rights, and all such rights or remedies shall still be available to MuukLabs.
- Severability. If any provision of these Terms is held to be invalid by a court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.
- Entire Agreement. These Terms and, if applicable, our Terms and Conditions, set forth the entire understanding and agreement between us with respect to your use of the Sites. MuukLabs may make changes to these Terms from time to time. You understand and agree that if you use the Sites after the Terms have been updated, MuukLabs will treat your continued use as acceptance of the updated Terms.
- Assignment. You may not assign, transfer, or sublicense any or all of your rights or obligations under these Terms without our express prior written consent. We may assign, transfer, or sublicense any or all of our rights or obligations under these Terms without restriction.
- No Relationship. These Terms do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency, or agent relationship between you and MuukLabs.
- Notice to California Residents. You may reach MuukLabs at the contact information provided below in the “CONTACT US” section. California residents may also reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
- Survival. The provisions of these Terms that by their nature should survive shall survive termination of these Terms, including the terms of the proprietary rights, no warranty, limitation of liability, indemnification, governing law and arbitration, and Miscellaneous sections.
- Headings. The section headings used in these Terms are for convenience only and are not to be considered in construing or interpreting these Terms.
If you have any questions, comments or concerns about these Terms, please contact us at: