Term of Service

1.              Binding Effect. Please read these Terms of Service (“Terms”) carefully before using the 6° Networking (“Company”) software or service. These Terms govern and apply to all persons who access and use (“You” and/or “Members”) the Company domain, related service domains, website, and enroll in membership (collectively, "Services"). By accessing or using the Services, You acknowledge that You have read these terms, understand them, and agree to be bound by the provisions described herein.

 

2.              Privacy Policy. Company respects Your privacy and permits You to control the treatment of Your personal information. A complete statement of the Company’s current Privacy Policy can be found by clicking here. Company’s Privacy Policy is expressly incorporated into these Terms by this reference.
 
3.              Guest Access. “Guest” means any individual who is not a current or active Member of Company. If You have chosen not to register for the Services, You may only access certain features as a Guest.
 
4.              Registration. In order to use or access certain features of the Services, You must register with Company by purchasing a membership (“Membership”).
 
5.              Membership. Membership is an enrollment as a Member in one of the below Member classes. Membership in the Company allows You access to a vibrant community of professionals with the goal of establishing meaningful relationship which can enrich both the professional and personal parts of our lives. Membership is currently offered to those individuals who are at least twenty-one years old.
 
a.  Member Classes.
 
i.         Referral Group Membership
Purpose. Exclusive referral groups that are comprised of vetted professionals who are serious about advancing their careers through meaningful relationships with trusted peers.
Benefits. Industry-protected seat in a Company Group at monthly or bi-weekly Member meetings. Admission to all regular Company Events nationwide. Access to Membership tools including account profile and Membership directory. Access to the Company marketplace where offers and announcements may be made to the entire directory. Opportunity to blog.
Requirements. Company seeks to engage the highest quality of individual for its Membership andendeavors to have each Member vetted for both the success of overall Membership and Company. Company in its sole discretion retains the right to accept and deny Membership to any individual and these requirements may change without notice.
Fees. The fee for the first year of Referral Group Membership is provided to prospective Members. The Referral Group Membership fee for each year is subject to change at the discretion of the Company.

ii.         Peer Advisory Membership
Purpose. These peer groups are an invaluable opportunity for those building and running companies to meet with other executives and explore ways to capitalize on opportunities, work through challenges, and identify new paths to grow their companies.
Benefits. All of the Referral Group Membership benefits in a safe environment for processing situations with the support of those in similar roles and with relevant experience. An opportunity for tailored monthly 1:1 session with select professionals with the skill sets You need to further solve challenges and seize upon opportunities in Your business.
Requirements. C-Level executives and founders of companies from pre-revenue to approximately $10 million a year in sales. Company in its sole discretion retains the right to accept and deny Membership to any individual and these requirements may change without notice.
Fees. The fee for the first year of Peer Advisory Membership is provided to prospective Members. The Peer Advisory Membership fee for each year is subject to change at the discretion of the Company.
 
b.  Term. Membership lasts for one (1) calendar year from the date of purchase. All Memberships are automatically renewed each year unless Company is notified in writing thirty (30) days prior to expiration.
 
c.  Fees. Membership fees are per term. Membership fees are subject to change at the discretion of the Company.
 
d.  Purchase. Membership sales are final and nonrefundable. Purchases may be made in person at a Member Meeting or via online registration through the website. In order to register at a Member meeting, You must complete the registration process by providing the complete and accurate information requested on the registration form such as Your name, date of birth, address, telephone number, and email address. In order to register online through the Company website, You must complete the registration process by providing the complete and accurate information requested on the registration form such as Your name, address, telephone number, and email address, as well as information that will allow the Company to provide a username and password.
 
e.  Sponsors. Individuals or entities may elect to become a Sponsor of Company. Sponsors must adhere to these Terms in the same manner as is expected for all Membership and the Company may at its discretion extend additional benefits to Sponsors.
f.  Group Leaders. Each group has a designated Group Leader who is selected or volunteers to serve in such a capacity. The Group Leader is responsible for organizing and running the Member meeting and notifying its group Members of any upcoming events, changes to schedules, etc. The Group Leader position is voluntary and resignation will be accepted upon written notice to Company.
 
g.  Groups and Member Meetings. Groups consist of a collective of individuals representing different areas of interest in business. The location of each Group is determined by Company; however, each Member meeting has a set location and time determined by the Members and coordinated by the Group Leader. Each area of business interest will be represented by one (1) Member within in a Group.
h.  Transfer between Groups. Company acknowledges that for various reasons, Members may wish to transfer between groups. Because each group has industry-protected seats, Company cannot guarantee the ability of transfers and will make reasonable efforts to accommodate such requests.

 
i. Guests at Member Meetings. Members are encouraged to bring guests to Member meetings for purposes of expanding Membership. If a Member desires to bring a guest, he or she must notify their Group Leader in advance of the Member Meeting.
 
j.  Guests at Company Events. Members are also encouraged to bring guests to Company Events and such individuals will be subject to the same provisions including in these Terms. Guests must pay entry fees for each Company Event.
 
6.              Cancellation Policy. All Membership are final and nonrefundable. Upon notification of cancellation pursuant to paragraph 5(b), automatic renewal will be disabled and Your Membership will be honored through the end of the paid term. While the goal of the Services is to facilitate valuable and vibrant connections, it is dependent upon the Members to follow up and build such connections as to create meaningful relationships. Company retains the sole discretion and reserves the right to cancel or deny Membership to any person or organization
 
7.              Refund Policy. Membership fees are final, nonrefundable, and at sole discretion of the Company. Failure to enforce this refund policy does not result in a waiver of any rights contained in these Terms and held by the Company.
 
8.              Membership Code of Conduct. All Members are required to adhere to the Membership Code of Conduct whether in person or electronically. Company, in its sole discretion, will decide as to whether a Member abides by the Code of Conduct. Company may terminate a Membership for breaching the Code of Conduct, which includes, but is not limited to:
 
Member must act professionally
Member must dress accordingly for meetings and events
Member must treat others with professional courtesy and respect
Member must not make disparaging remarks of other Members or other Members’ businesses
Member must not fight or quarrel with others during Member meetings or Company Events
Member must not drink to intoxication or engage in intoxicating behavior during meetings or events
Member must refrain from offensive language and cursing
Member must not spam information to other Members
Member must not list other Members’ emails on marketing or advertisement email blasts
Member must not share other Members’ emails or other identifying information without consent
Members must not represent to any other Member, individual, or entity whether verbally or by written form that they are an agent or representative of Company
 
9.         Membership Attendance. Attendance to Member meetings is expected as absence devalues the experience for the other Members in attendance at the meeting. As such, a Member is not allowed to miss more than six (6) Member meetings over the course of one (1) year of Membership or three (3) consecutive Member meetings, without properly notifying the respective Group Leader. If a Member misses more than six (6) Member meetings per year of Membership or three (3) consecutive meetings, Company reserves the right to terminate his or her Membership in order to fill the void of the Member’s industry- specific seat. Failure to enforce this attendance policy does not result in a waiver of any rights contained in these Terms and held by the Company.
10.           Membership Account. If You have chosen to enroll as a Member in the Company, a Membership account will be created.
 
a. Username and Password. You will be provided a username and password for Your Membership account. You will have complete rights over the account profile and You are entirely responsible for maintaining the confidentiality of Your password. You may not use the account, username, or password of someone else at any time. You agree to notify Company immediately on any unauthorized use of Your account, username, or password. Company shall not be liable for any loss that You incur as a result of someone else using Your password, either with or without Your knowledge. You may be held liable for any losses incurred by Company, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else's use of Your account or password.
 
b.   Availability and Access of Your Profile Information. You agree that Your Membership account will be available, searchable, and accessible to other Members of the Company and any information You include in Your profile will be available, searchable, and accessible by Members. Such information is submitted on a voluntary basis and You acknowledge that You are responsible for the accuracy and update of all information. Account information and may include, but is not limited to, telephone number, address, industry or profession, location for market of industry or profession, Member status (active, inactive, group leader, etc.), date of expiration of Membership, location for group, photographs, and videos.
 
11.           Testimonials. The Service allows for testimonials and input by Members regarding the Services. Company reserves the right to modify the availability of and monitor the testimonials provided by Members.
12.           Communications between Members. The Service includes an electronic mechanism for communications between Members. As a condition of Membership, the Code of Conduct in paragraph 8 applies to all electronic communications made via the Services. Company reserves the right to modify the availability of communication channels and monitor the communications between Members.13.           Company Event Policy. “Company Event” means any scheduled gathering or activity organized and presented by Company. Company reserves the right to charge additional fees for  specialty events that are not included the Membership fee.
a.   Calendar of Events. The Company will use reasonable efforts to ensure accuracy of the information regarding Company Events, but will not liable for any failure to update or notify Members of postponements or cancellations regarding same.
b.  Members Fee for Company Events. Members are admitted to Company Events as part of Membership.c.  Guest and Non-Member Fee for Company Events. Guests and other non-Members must submit payment prior to the Company Event or at the time of the Company Event. Payment may be made via the Company website or at the door of the Company Event. Entry fee submitted prior to the Company Event may vary from the fee charged at the time or at the door of the Company Event. All payments are final and nonrefundable.
d.  Event Refund Policy. All payments for Events are final, nonrefundable, and at sole discretion of the Company. Failure to enforce this refund policy does not result in a waiver of any rights contained in these Terms and held by the Company.
14.           Alcohol Consumption at Company Events. During Company Events, Company may offer complimentary alcoholic beverages to Members and Guests. All Members and Guests represent and warrant that he or she is at least twenty-one (21) years of age or older, will provide valid government issued identification upon request, if asked for during a Company Event, and will act professionally and in a professional manner. Expired forms of identification are not valid under any circumstances. Alcoholic beverages are provided for responsible adult consumption, and are not provided with the intention of facilitating the individual’s inebriation. All Members and Guests are to drink responsibly, if they choose to do so.
15.           General Rules for Use of Services as an Online Platform.
 
You must be 21 years or older to use these Services.
You may not post inappropriate materials in accordance with Paragraph 14 of these Terms.
You are responsible for any activity that occurs under Your account profile, so it is Your responsibility to keep Your account and password secure.
You may not impersonate another Member, person, or entity, or represent yourself as affiliated with Company or Company’s staff.
You must not abuse, harass, threaten, impersonate, or intimidate other Members.
You may not use the Services for any illegal or unauthorized purpose.
You are responsible for verifying the safety, suitability, and functional state of any items or services given, shared, sold, or received via the Services.
You may not intentionally misrepresent any items or services given, shared, or sold via the Services.
You are responsible for ensuring and being able to verify that You have legal standing to offer items (whether giving, selling, exchanging, sharing, or otherwise) posted on or using the Services.
You are responsible for Your conduct and any data, text, information, accounts, usernames, graphics, photos, profiles, audio, video clips, and links ("Content") that You submit, post, and display on the Services.
Company does not control, is not responsible for and makes no representations or warranties with respect to any Content posted by Members.
You are responsible for Your access to, use of and/or reliance on any user Content. You must conduct any necessary, appropriate, prudent or judicious investigation, inquiry, research and due diligence with respect to any Content.
You shall not post, transmit or otherwise distribute any surveys, contests, pyramid schemes, chain letters, junk mail, spam, or unsolicited messages.
You shall not use any information provided by Company or otherwise to upload of viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or similar software, or use metatag searches of the website or the Services.
 
This list is an example of prohibited activity and is not intended to be complete or exclusive.
 
a.  Monitoring of Service. Company does not have an obligation to monitor access or use of the Service or to review or edit any information or Content posted by Members. However, Company has the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.
 
b.  Removal of Content. Company reserves the right, at any time and without prior notice, to remove or disable access to any data or Content submitted by a Member that it considers, in its sole discretion, to be in violation of these Terms, or harmful to the Services. Deleted Content may be stored by Company in order to comply with certain legal obligations and claims. Consequently, Company encourages Members to maintain backup of his/her Content. In other words, Company is not a backup service. Company will not be liable for any modification, suspension, or discontinuation of the Services, or the loss of any Content. The Content available through the Service has not been reviewed, verified or authenticated by Company, and may include inaccuracies or false information. Company makes no representations, warranties, or guarantees in connection with the Service or any Content on the Service, relating to the quality, suitability, truth, accuracy or completeness of any Content contained in the Service.
 
16.           Inappropriate Content. You agree not to upload, download, display, perform, transmit, or otherwise distribute any Content that (i) is libelous, defamatory, obscene, pornographic, abusive, or threatening or (ii) advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law or regulation. Company reserves the right to terminate Your receipt, transmission, or other distribution of any such Content or material using the Service, and, if applicable, to delete any such material from its servers. Company intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of these Terms or of any applicable laws.
 
17.           Proprietary Rights in Content on Services
 
a.  Ownership of Company Content. The Services contain Content of Company, other Members and other licensors, collectively “Company Content.” You may not copy, modify, create derivative works,
publicly display, publicly perform, or digitally transmit any Company Content appearing on or through the Services.
 
b.  Non-Exclusive License for Other Content. Company does not claim any ownership rights in the text, files, images, photos, video, sounds, works of authorship, applications, or any other Content that You post on or through the Services. By displaying or publishing any Content on or through the Services, You hereby grant to Company a non-exclusive, fully paid and royalty-free, worldwide, sub-licensable and transferable license to use, modify, publicly perform, publicly display, reproduce and distribute such Content, including without limitation distributing part or all of the Content in any media formats through any media channels now known or hereafter invented.
 
c.  Advertisements and Promotions. Some of the Services are supported by advertising revenue and may display advertisements and promotions, and You hereby agree that Company may place such advertising and promotions on the Services or on, about, or in conjunction with Your Content. The manner, mode, and extent of such advertising and promotions are subject to change without specific notice to You.
 
d.  Representation and Warranties. You represent and warrant that: (i) You own the Content posted by You on or through the Services or otherwise have the right to grant the license set forth in this section, (ii) the Posting and use of Your Content on or through the Services does not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights, or any other rights of any person, and (iii) the Posting of Your Content on the Services does not result in a breach of contract between You and a third party. You agree to pay for all royalties, fees, and any other monies owing any person by reason of Content You Post on or through the Services within Indemnification section below.
 
e.   Company Retention of Information. Company will retain e-mails, information contained within Member accounts, a maximum of 200 messages that may be sent from a single account, and documents relating to the enrollment, renewal, and termination of all Member accounts. However, Company is not a backup service and therefore, Company will not be liable for any modification, failure to retain, or other loss regarding such information.
 
f.    Transcoding or Reformatting of Content. Company may perform technical functions necessary to offer the Services, including but not limited to transcoding and/or reformatting Content to allow its use throughout the Services.
 
18.           Additional Conditions Associated with Services.
 
Company reserves the right to refuse Services to anyone for any reason at any time.
Company reserves the right to force forfeiture of any username that becomes inactive, violates trademark, may mislead other Members, or is otherwise deemed inappropriate by Company.
Company may, but has no obligation to, remove Content and accounts containing Content that Company determines in its sole discretion are unlawful, offensive, threatening, defamatory, obscene, otherwise objectionable, violates any party's intellectual property, these Terms, or Privacy Policy.
Company reserves the right to reclaim usernames on behalf of businesses or individuals that hold legal claim or trademark on those usernames.
Company may collect personal identifiable information in accordance with the Privacy Policy.
 
19.           Disputes between Members. Should a dispute arise between Members, these parties agree to resolve their dispute among themselves. The Company will cooperate as necessary and provide information at its discretion and with applicable law or the order or requirement of a court, administrative agency or other governmental body. Throughout any dispute process, You agree not to willfully interfere with the ongoing business of the Company. The Company’s total liability to You from all causes of action and under all theories of liability will be limited to the amount You paid for the Service and the Company will not be liable to You for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (1) Your access to or use of or inability to access or use the Service (2) any conduct or content of any third party on the Service; and (3) any content obtained from the Service; whether based on warranty, contract, tort (including negligence) or any other legal theory, (4) any communications, transactions, interactions, disputes or any relations whatsoever between You and any other Member, person or organization; whether or not the Company has been informed of the possibility of such damage, and even if a remedy forth herein is found to have failed its essential purpose.
 
20.           Prohibited Uses of the Service. Company imposes certain restrictions on Your permissible use of the Service. You are prohibited from violating or attempting to violate any security features of the Service, including, without limitation, (a) accessing content or data not intended for You, or logging onto a server or account that You are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the Service, any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with Service to any Member, host, or network, including, without limitation, by means of submitting a virus to the Service, overloading, "flooding," "spamming," "mail bombing," or "crashing;" (d) using the Service to send unsolicited e-mail, including, without limitation, promotions, or advertisements for products or services; (e) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Service; or (f) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by Company in providing the Service. Any violation of system or network security may subject You to civil and/or criminal liability.
 
21.           Notice and Takedown Procedure for Copyright Complaints.
It is Company’s policy to expeditiously respond to clear notices of alleged copyright infringement that comply with the United States Digital Millennium Copyright Act (DMCA). This information provided by the U.S. Copyright Office describes the information that should be present in these notices. It is designed to make submitting notices of alleged infringement to Company as straightforward as possible while reducing the number of notices that Company receives that are fraudulent or difficult to understand or verify. The form of notice specified below is consistent with the form suggested by the DMCA (the text of which can be found at the U.S. Copyright Office Web Site), but Company will respond to notices of this form from other jurisdictions as well.
 
It is expected that all Members or Guests of any part of the Services will comply with applicable copyright laws. However, if Company receives proper notification of claimed copyright infringement, its response to these notices will include removing or disabling access to material claimed to be the subject of infringing activity and/or terminating subscribers, regardless of whether Company may be liable for such infringement under United States law or the laws of another jurisdiction.
If Company removes or disables access in response to such a notice, Company will make a good-faith attempt to contact the owner or administrator of the affected site or content so that they may make a counter notification pursuant to 17 USC Sections 512(g)(2) and (3) of the DMCA. Company may also document notices of alleged infringement on which it acts.
 
22.           Designated Agent. Company’s Designated Agent to receive notification of alleged infringement under the DMCA is:
 
Ben Norton
990 Highland Drive, Suite 212C Solana Beach, CA [email protected]
 
Upon receipt of proper notification of claimed infringement, Company will follow the procedures outlined here and in the DMCA.
 
23.           Infringement Notification. If You believe that Your work has been copied in a way that constitutes copyright infringement, or Your intellectual property rights have been otherwise violated, please provide Company's Designated Agent (listed above) the following information in a written communication (preferably via email):
 
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 Company to locate the material;
Information reasonably sufficient to permit Company 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;
The following statement: "I have 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";
The following statement: "I swear, under penalty of perjury, that the information in the notification is accurate, and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed"; and
A physical or electronic signature of the owner or a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
 
Please note that You may be liable for damages (including costs and attorneys' fees) if You materially misrepresent that material is infringing Your copyrights. Accordingly, if You are not sure whether material available online infringes Your copyright, it is suggested that You first contact an attorney.
 
24.           Counter Notification. A provider of content subject to a claim of infringement may make a counter notification pursuant to sections 512(g)(2) and (3) of the DMCA. To file a counter notification with Company, please provide Company's Designated Agent (listed above) the following information in a written communication (preferably via email):
 
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;
Your name, address, and telephone number;
The following statement: "I consent to the jurisdiction of Federal District Court for the [insert the federal judicial district in which Your address is located]";
The following statement: "I will accept service of process from [insert the name of the person who submitted the infringement notification] or his/her agent";
The following statement: "I swear, under penalty of perjury, that I have a good faith belief that the affected material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled"; and
Your signature, in physical or electronic form.
 
Upon receipt of such counter notification, Company will promptly provide the person who provided the original infringement notification with a copy of the counter notification, and inform that person that Company will replace the removed material or cease disabling access to it in ten (10) business days. Company will replace the removed material and cease disabling access to it not less than ten (10), nor more than fourteen (14), business days following receipt of the counter notice, unless the Designated Agent first receives notice from the person who submitted the original infringement notification that such person has filed an action seeking a court order to restrain the subscriber from engaging in infringing activity relating to the material on Company’s system or network.
 
25.           Repeat Infringers. In accordance with Section 512(i)(1)(a) of the DMCA, Company will, in appropriate circumstances, disable and/or terminate the accounts of Members who are repeat infringers.
 
26.           Indemnification. You agree to indemnify and hold Company harmless from and against any and all costs, damages, liabilities, and expenses (including attorneys' fees) Company incurs in relation to, arising from, or for the purpose of avoiding, any claim or demand from a third party relating to (i) Your use or misuse of, or access to the Service, or the use of the Service, (ii) a violation of the Terms of this agreement, any applicable law or regulation, or the rights of any third party, by any person using Your account; (iii) Your Content; or (iv) (a) Your interaction whether in person or electronically with any Members and Guests, (b) Your transfer of any item or service, or (c) Your creation of an item or service post. Liability for any given item or service offered by You includes, but is not limited to, any injuries, losses, or damages of any kind arising in connection with or as a result of a request for or use of an item or service.
 
Company retains the right to employ Company’s own counsel. You remain solely responsible for Company’s defense and must obtain Company’s written consent to a settlement. You agree to notify Company of a pending suit claiming You have violated a third party’s intellectual property or other rights. Company requires that You confirm Your indemnification in case of a lawsuit; failure to do so may be considered a breach of these Terms.

27.           Integration with Third Party Services. If You are using the Services combined, integrated, or used with third party products, software applications, or website (“Third Party Service” or Third Party Services”), You agree that: (i) You may be required to enter into a separate license agreement with the relevant third party owner or licensor for the use of their Third Party Services (ii) the functionality of the Service, may be diminished when operating through a Third Party Service; and (iii) Company cannot guarantee that the Service shall always be available on or in connection with such Third Party Services.
 
28.           Restrictions on Relationship Between Company and Members and/or Guests. The Terms shall not be construed as to grant any Member or Guest any title, lease, easement, lien, possession or related rights in the business of Company. The Terms creates no employee/employer relationship and no Guest or Member will in any way misrepresent said relationship. The Terms do not create a bailment relationship between Company and Member or Guest.
 
29.           Ownership of Company Intellectual Property. 6° is a registered trademark of Company. You may not use any of the trademarks displayed on this Website or any Content without the express written permission of Company. Additionally, Company and the Service are protected by copyright and other intellectual property laws of the United States and foreign countries. Except as expressly provided in these Terms, Company (or its licensors) exclusively own all right, title and interest in the Service, including all associated intellectual property rights.
 
30.           Use of Feedback, Comments or Suggestions. You acknowledge and agree that any feedback, comments, or suggestions You may provide regarding the Service is given voluntarily and, even if designated as confidential, will not create any confidentiality obligation for us and Company will be free to use, disclose, reproduce, license, distribute, and otherwise exploit such feedback, comments, or suggestions as Company may see fit, entirely without obligation or restriction of any kind on account of intellectual property rights or otherwise.
 
31.           Modification. Company reserves the right, at its sole discretion, to modify or replace any of these Terms on the Company website by sending You notice through the Service via e-mail. Company may also impose limits on certain features and/or restrict access to parts or all of the Service without notice or liability. You may not opt out of these notifications, and Your continued use of the Service following the posting of any changes to these Terms constitutes acceptance of those changes.
 
32.           Termination. Company may terminate, change, suspend, or discontinue the Service (including without limitation, the availability of any feature, database, or content), Your Membership, or Your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with Your use of the Service and related Content.
 
33.           Disclaimer. You understand and agree that the Services are provided to You "AS IS" and on an "AS AVAILABLE" basis. Without limiting the foregoing, COMPANY EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE

OF DEALING OR USAGE OF TRADE. Company make no warranty that the Service will meet Your requirements or be available on an uninterrupted, secure, or error-free basis.
 
35.           Limitation of Liability. COMPANY’S TOTAL LIABILITY TO YOU FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY WILL BE LIMITED TO THE AMOUNT YOU PAID FOR ONE YEAR WORTH OF SERVICE OR ONE EVENT, WHICHEVER VALUE IS LESS. COMPANY WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (1) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (2) ANY CONDUCT OR CONTENT OF ANY MEMBER, GUEST, OR THIRD PARTY OF THE SERVICE; AND
(3) ANY CONTENT OBTAINED FROM THE SERVICE; WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, (4) ANY COMMUNICATIONS, TRANSACTIONS, INTERACTIONS, DISPUTES OR ANY RELATIONS WHATSOEVER BETWEEN YOU AND ANY OTHER MEMBER, GUEST, PERSON OR ORGANIZATION; WHETHER OR NOT COMPANY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY FORTH HEREIN IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE.
 
36.           Exclusions. Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to You. In these cases, Company’s liability will be limited to the fullest extent permitted by applicable law.
 
37.           Arbitration. For any dispute You have with Company, You agree to first contact the Company and attempt to resolve the dispute informally. In the unlikely event that Company has not been able to resolve a dispute within thirty (30) days, Members and Guests agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms, or breach or alleged breach thereof (collectively, “Claims”), by binding arbitration. Unless You and Company decide otherwise, arbitration will be conducted in San Diego, California. If Your claim is for $10,000.00 USD or less, Company agrees that You may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the arbitration rules. Each party will be responsible for paying any filing, administrative and arbitrator fees. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for experts and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this section shall prevent either party from seeking injunctive or equitable relief from the courts for matters related to intellectual property rights or unauthorized access to the Service.
 
TO THE EXTENT PERMITTED BY LAW, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS COMPANY AGREES OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS.

YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
 
38.           Governing Law. These Terms are governed by the laws of the State of California, without regard to any conflict of laws, rules, or principles.
 
39.           Waiver. Company’s failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.
 
40.           Entire Agreement. These Terms constitute the entire agreement between Company, Members and Guests regarding the Service and supersede and replace any prior agreements Company might have with Members and/or Guests regarding the Service.
 
41.           Severability. No part of these Terms shall cease to be in effect if any other part is deemed unenforceable, or otherwise non-applicable.
 
42.           Questions and Contact Information. Please contact us You have any questions about the Terms. Company can be contacted at:
 

990 Highland Drive, Suite 212C Solana Beach, CA
[email protected]
 
 
Effective: April 01, 2019