These Terms and Conditions (the “Terms and Conditions” or, together with the Privacy Policy, DMCA Policy, and Advertiser Disclosure, the “Agreement”) are a legally binding contract entered into by and between you (“you,” “your,” or “User”) and SOLVABLE TECHNOLOGIES LLC, a Delaware limited liability company (“Solvable,” “Company,” “we,” or “us”). This Agreement governs your access to and use of http://www.solvable.com and any websites owned and operated by the Company, including any content, functionality, and services offered thereon (collectively, the “Website”).
THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION PROVISION AND CLASS ACTION WAIVER IN SECTION 7 (ARBITRATION) AND SECTION 9 (CLASS ACTION WAIVER) THAT WAIVE YOUR RIGHT TO A COURT HEARING, JURY TRIAL, AND TO PARTICIPATE IN A CLASS ACTION, UNLESS YOU EXERCISE YOUR RIGHT TO OPT OUT AS DESCRIBED IN SECTION 11 (30-DAY RIGHT TO OPT-OUT) OF THIS AGREEMENT. ARBITRATION IS MANDATORY AND THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES UNLESS OTHERWISE SPECIFIED.
TABLE OF CONTENTS
LEGAL AGREEMENT
Please read these Terms and Conditions carefully before using the Website. By accessing or using any part of the Website, you represent that you have read, understand, and agree to be bound by this Agreement. If you do not agree to these Terms and Conditions in their entirety, you must immediately cease accessing or using the Website.
The Website is offered to you conditioned on your acceptance, without modification, of the terms, conditions, and notices contained herein. Your use of the Website constitutes your unconditional agreement to all such terms and conditions. This includes all applicable terms and conditions referenced herein or incorporated by hyperlink, such as our Privacy Policy, DMCA Policy, and Advertiser Disclosure.
Our Right to Modify or Terminate Access. Company provides Users with access to various resources and services, including but not limited to informational content, self-help tools, consumer resources, directories, and communication features (collectively, the “Services”). We reserve the right, in our sole and absolute discretion, to modify, suspend, discontinue, or terminate: (i) the Website or Services (including any features, functionality, or content thereof), in whole or in part; and/or (ii) your access to the Website or Services, in each case with or without notice and for any reason. The Company may add, modify, or remove any feature, functionality, or content at any time. You agree that Company will not be liable to you or any third party for any such modification, suspension, discontinuance, or termination, or for any loss of data or functionality resulting therefrom.
Territorial Use Restrictions. The Website and its Services are intended for use by residents of the United States only. We do not target, market to, or solicit users from the European Union or other international jurisdictions. If you access the Website from outside the United States, you do so at your own risk and are solely responsible for compliance with applicable local laws, including but not limited to data protection and privacy laws, export control regulations, and tax requirements
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1. USE OF THE WEBSITE
1.1 Eligibility and Access. Use of the Website is intended solely for individuals who are at least the age of majority in their jurisdiction of residence and who are capable of entering into legally binding agreements under applicable law. By accessing or using the Website, you represent and warrant that you meet these requirements.
1.2 Authorized Use Only. You may use the Website and its contents solely for lawful purposes and in accordance with these Terms and Conditions. You agree not to use the Website in any manner that could interfere with its normal operation or infringe on any other party’s use and enjoyment of the Website.
1.3 User Conduct Restrictions. Without limiting the generality of the foregoing, you agree not to:
1.4 Modifications, Availability, and Service Levels. We reserve the right to modify, enhance, update, or discontinue, temporarily or permanently, the Website, Services, or any part thereof without notice. The Company has no obligation to maintain or support any particular feature or functionality, or to continue offering any specific content or service. The Company may impose or modify limits on certain features or restrict access to parts or all of the Services without notice or liability. We are not liable to you or any third party for any modification, enhancement, degradation, suspension, or discontinuance of the Website or Services, or for any loss of data, functionality, or access resulting therefrom.
2. DEFINITIONS
For purposes of these Terms and Conditions, the following terms shall have the meanings set forth below. Additional defined terms may appear throughout the Terms and Conditions.
2.1 “Advertiser Disclosure” means the Company’s disclosure statement located at https://www.solvable.com/advertiser-disclosure/ which explains how the Company may receive compensation from third-party advertisers or partners, and how such compensation may impact the content, placement, or availability of products and services featured on the Website. The Advertiser Disclosure is incorporated by reference into this Agreement.
2.2 “Account” means a registered user profile that may be created or used to access certain password-protected or restricted areas or features of the Website. Users are responsible for maintaining the confidentiality and security of their login credentials and for all activities that occur under their Account.
2.3 “Agreement” means these Terms and Conditions, together with the Privacy Policy, DMCA Policy, and Advertiser Disclosure, and any other policies or notices incorporated by reference.
2.4 “Company” has the meaning set forth in the introductory paragraph and refers to Solvable Technologies LLC, a Delaware limited liability company, including its direct and indirect subsidiaries, affiliates, controlled publisher sites, and their respective officers, directors, employees, contractors, and agents.
2.5 “Disabling Device” means any software, code, or routine, including viruses, worms, Trojan horses, or time bombs, that is designed to damage, disable, disrupt, or impair the normal operation of any software, hardware, or telecommunications equipment.
2.6 “DMCA Policy” means the Company’s Digital Millennium Copyright Act (“DMCA”) Notice and Takedown Policy, available at https://www.solvable.com/dmca-policy, which describes the process for submitting copyright infringement claims and counter-notices. The DMCA Policy is incorporated by reference into this Agreement.
2.7 “Linked Sites” means any third-party websites, platforms, or online services linked to or from the Website that are not owned or controlled by the Company. The Company is not responsible for the content, terms, or privacy practices of Linked Sites.
2.8 “Material” refers collectively to all text, data, information, graphics, images, audio and video clips, software, feedback, submissions, and other content or materials made available through the Website, whether provided by the Company, its partners, licensors, or Users.
2.9 “Privacy Policy” means the Company’s privacy policy available at https://www.solvable.com/about/privacy-policy, which is incorporated into these Terms and Conditions by reference.
2.10 “Services” means any features, content, tools, communications, applications, or other offerings made available to Users on or through the Website, including but not limited to educational materials, consumer resources, directories, calculators, and customer support.
2.11 “Submissions” means any creative materials or content submitted or transmitted by a User to the Company through the Website, including but not limited to comments, suggestions, ideas, concepts, drawings, images, or feedback.
2.12 “Terms and Conditions” means these Terms and Conditions, including any policies, notices, or guidelines referenced or incorporated by hyperlink, including the Privacy Policy, DMCA Policy, and Advertiser Disclosure, which together form the Agreement between you and the Company.
2.13 “User,” “you,” or “your” refers to any individual who accesses, browses, or otherwise uses the Website or any Services offered through the Website.
2.14 “Website” means www.solvable.com and all associated domains, subdomains, web pages, features, functionality, and content owned or operated by the Company. This includes all versions of the Website accessed via desktop, mobile, or other internet-enabled devices.
3. CONDITIONS ON USE
These Terms and Conditions apply to all Services, Materials, communications, features, functionality, and other information made available through the Website. Please read them carefully. By accessing or using the Website, you acknowledge that you have read, understood, and agreed to be bound by all provisions of this Agreement without limitation or qualification.
We reserve the right, at any time and in our sole discretion, to modify, suspend, discontinue, or restrict any aspect of the Website, Services, or Materials, including the Terms and Conditions themselves, with or without notice. Any changes will be effective immediately upon posting. Your continued use of the Website after such changes constitutes your acceptance of the modified Terms and Conditions. We encourage you to review them periodically.
THESE TERMS AND CONDITIONS FORM A LEGALLY BINDING AGREEMENT. IF YOU DO NOT AGREE TO ANY OR ALL OF THE PROVISIONS FOUND IN THESE TERMS AND CONDITIONS, PLEASE IMMEDIATELY EXIT THE WEBSITE. WE RESERVE THE RIGHT TO TERMINATE, SUSPEND, MODIFY OR RESTRICT YOUR USE OF OR ACCESS TO THE WEBSITE, SERVICES, MATERIALS OR YOUR ACCOUNT AT ANY TIME FOR ANY OR NO REASON, WITH OR WITHOUT NOTICE, AND WITHOUT ANY LIABILITY TO YOU, INCLUDING, WITHOUT LIMITATION, IF WE BELIEVE THAT YOU HAVE VIOLATED THESE TERMS AND CONDITIONS OR IF WE DECIDE TO CEASE OFFERING ANY SERVICES OR MATERIALS.
4. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY AGREE THAT USE OF THE WEBSITE IS AT YOUR SOLE RISK. THE MATERIAL PROVIDED ON THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF TITLE, NONINFRINGEMENT, OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE WEBSITE, ANY USE OF THE WEBSITE AND ANY WEBSITE TO WHICH THE WEBSITE IS LINKED. COMPANY DOES NOT WARRANT THAT THE MATERIAL ON THE WEBSITE IS COMPLETE OR ACCURATE, THAT USE OF THIS WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT THIS WEBSITE OR SERVER OR ANY MATERIAL ON THIS WEBSITE IS FREE OF DISABLING DEVICES.
YOU UNDERSTAND AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SERVICES OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL.
5. LIMITATIONS ON AUTHORITY
WHILE COMPANY USES REASONABLE EFFORTS TO INCLUDE ACCURATE AND UP-TO-DATE INFORMATION ON THE WEBSITE, ERRORS OR OMISSIONS SOMETIMES OCCUR.
YOU UNDERSTAND THAT TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL COMPANY, OR ITS OFFICERS, EMPLOYEES, DIRECTORS, MANAGERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS OR LICENSORS, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES THAT MAY RESULT FROM THE USE OR INABILITY TO USE THIS WEBSITE, OR THE MATERIAL, INCLUDING WITHOUT LIMITATION, USE OF OR RELIANCE ON THE MATERIAL, INTERRUPTIONS, ERRORS, DEFECTS, MISTAKES, OMISSIONS, DELETION OF FILES, DISABLING DEVICES, DELAYS IN OPERATION OR TRANSMISSION, NONDELIVERY OF INFORMATION, DISCLOSURE OF COMMUNICATIONS, OR ANY OTHER FAILURE OF PERFORMANCE, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES ARISING OUT OF OR RELATED TO YOUR USE OF THE WEBSITE, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, STATUTE OR OTHERWISE. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE WEBSITE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE WEBSITE.
YOU (AND NOT COMPANY OR ITS PARENTS OR AFFILIATES) SOLELY ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION RELATED TO ANY DAMAGE, HARM, INJURY OR MALFUNCTION ASSOCIATED WITH YOUR USE OF THE WEBSITE AND/OR ITS CONTENTS.
6. DISPUTE RESOLUTION PROCEDURE
Initial Dispute Resolution. The Company is available by email at legal@solvable.com to address any concerns you may have regarding your use of the Website. Most concerns may be quickly resolved in this manner. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations, which shall be a precondition to either party initiating a lawsuit or arbitration. Any matter and/or dispute relating in any way to your visit to or interaction with the Website, including compliance with these Terms and Conditions, which is not so resolved shall be submitted to binding confidential arbitration as provided in Section 7 below.
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS AND CONDITIONS OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
7. ARBITRATION
If the parties fail to resolve their dispute through the Initial Dispute Resolution process described in Section 6 above, then any and all disputes, claims or controversies arising out of or relating to: (i) the Company’s products or services; (ii) the Website (including without limitation Solvable.com, products or services offered through the Website, any mobile/tablet sites, social media presence, and any related company); (iii) these Terms and Conditions; or (iv) the breach, enforcement, interpretation or validity thereof, shall be exclusively determined by final and binding arbitration before a single neutral arbitrator. The arbitration shall be administered by JAMS pursuant to JAMS’ Streamlined Arbitration Rules and Procedures then in effect. Judgment on the Award may be entered in any court having jurisdiction. By agreeing to arbitration, the parties understand and agree that they are waiving their rights to maintain other available resolution processes, such as a court action or administrative proceeding, to settle their disputes. Notwithstanding our right to modify these Terms and Conditions, the Company agrees that we may not modify these arbitration provisions without notice to you and your agreement to such changes. Further, any such modification to the dispute and/or arbitration requirements shall not apply to claims arising prior to the date of such modification and any such changes shall not affect your prior election to opt out of arbitration as provided below. In connection with these arbitration provisions, the parties agree as follows:
This arbitration agreement is reciprocally binding on all parties such that both you and the Company are required to arbitrate claims;
Remedies that would otherwise be available to the parties under applicable federal, state or local laws, including the recovery of attorney’s fees, remain available under this arbitration clause;
The arbitrator must be neutral and the parties will each have a reasonable opportunity to participate in the process of choosing the arbitrator;
You have a right to an in-person hearing in your hometown area within the United States;
You have the right to the use of counsel of your choosing at your own expense if you so elect, and to recover attorneys’ fees and expenses of arbitration to the extent provided by law;
The parties are permitted the discovery or exchange of non-privileged information relevant to the dispute in accordance with JAMS procedures; and
The arbitrator’s award will consist of a written statement stating the disposition of each claim. The award will also provide a concise written statement of the essential findings and conclusions on which the award is based.
Arbitration Filing Fees. If you initiate the arbitration, to the extent the filing fee for the arbitration exceeds the lesser of $500 or the cost of filing a lawsuit, the Company will pay the additional cost. A request for payment of any such fees should be submitted to JAMS along with your form for initiating the arbitration, and we will make arrangements to pay all necessary fees directly to JAMS. All other costs of the arbitration will be split among the parties including any remaining JAMS Case Management Fee and all professional fees for the arbitrator’s services. You will be responsible for your own attorney fees and expenses unless the arbitration rules, applicable law, or the arbitrator’s decision permits you to recover your attorney’s fees and costs.
8. WAIVER OF CERTAIN RIGHTS FROM COURT
The parties understand that, absent this mandatory provision, they would have the right to sue in court. Court proceedings generally provide greater discovery rights, a judge or jury trial, and could provide greater opportunity for appellate review. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation.
9. CLASS ACTION WAIVER
The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis.
10. EXCEPTION – SMALL CLAIMS COURT CLAIMS
Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction. Any appeal of the decision in such small claims court shall be subject to these arbitration provisions.
11. RIGHT TO OPT-OUT
YOU HAVE THE RIGHT TO OPT-OUT AND NOT BE BOUND BY THE ARBITRATION AND CLASS ACTION WAIVER PROVISIONS SET FORTH IN THIS SECTION BY SENDING WRITTEN NOTICE OF YOUR DECISION TO OPT-OUT TO THE FOLLOWING ADDRESS VIA CERTIFIED MAIL: SOLVABLE.COM, ATTN: LEGAL DEPARTMENT – ARBITRATION OPT-OUT, 30767 GATEWAY PLACE #620, RANCHO MISSION VIEJO, CA 92694. THE NOTICE MUST BE SENT WITHIN THIRTY (30) DAYS OF YOUR FIRST USE OF THE WEBSITE OR ACCEPTANCE OF THESE TERMS AND CONDITIONS, WHICHEVER IS LATER, OTHERWISE YOU SHALL BE BOUND TO ARBITRATE DISPUTES IN ACCORDANCE WITH THESE TERMS AND CONDITIONS. IF YOU OPT-OUT OF THESE ARBITRATION PROVISIONS, WE ALSO WILL NOT BE BOUND BY THEM.
YOU AGREE THAT BY ENTERING INTO THESE TERMS AND CONDITIONS, IN PARTICULAR THE AGREEMENT TO ARBITRATE, YOU ARE WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION AND THAT YOU MAY BRING CLAIMS AGAINST THE COMPANY ONLY IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. ANY ARBITRATION OR OTHER ACTION WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED. YOU ACKNOWLEDGE THAT BY ENTERING INTO THESE TERMS AND CONDITIONS, YOU INTEND TO BE LEGALLY BOUND AND, IN ADDITION TO OTHER GOOD AND VALUABLE CONSIDERATION, YOU AGREE THAT THE COMPANY’S AGREEMENT TO ARBITRATE CLAIMS CONSTITUTES CONSIDERATION FOR SUCH WAIVER. THE CLASS ACTION WAIVER IS AN ESSENTIAL ELEMENT OF THIS AGREEMENT TO ARBITRATE AND CAN NOT BE SEVERED FROM THIS AGREEMENT TO ARBITRATE DISPUTES.
12. THIRD PARTY CONTENT
Company may distribute content supplied by third parties on the Website. Any opinions, advice, statement, services, offers, or other information or content expressed or made available by third parties, including information providers or any other user of the Website, are those of the respective author(s) or distributor(s) and not of Company.
13. LINKS TO THIRD PARTY SITES
The Website may contain links to other websites (“Linked Sites”). The Linked Sites are not under the control of Company and Company is not responsible for the contents, accuracy, legality, privacy practices, or any other aspects of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. The presence of any link does not imply verification or endorsement by Company of the Linked Site or its contents. Company is not responsible for webcasting or any other form of transmission received from any Linked Site. Company is providing these links to you only as a convenience. You acknowledge and agree that your use of any Linked Site is at your own risk and Company bears no responsibility or liability for any content, products, services or other materials available through such Linked Sites.
14. NO UNLAWFUL OR PROHIBITED USE
As a condition of your use of the Website, you warrant to Company that you will not use the Website for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Website in any manner which could damage, disable, overburden, or impair the Website or interfere with any other party’s use and enjoyment of it. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Website.
15. PRIVACY
Our Privacy Policy applies to your access and use of the Website, including any personal information provided via the Website or via any other aspect of the Website. We comply with applicable U.S. privacy laws, including the California Consumer Privacy Act (CCPA), California Privacy Rights Act (CPRA), and other state-specific privacy regulations. The terms and conditions of our Privacy Policy are hereby incorporated by reference into these Terms and Conditions. In addition, the Privacy Policy is subject to the terms and conditions of these Terms and Conditions and in the event of conflict between these Terms and Conditions and the Privacy Policy, these Terms and Conditions shall govern and prevail.
16. LEGAL JURISDICTIONS ONLY
The services described on the Website are only for persons in those states and jurisdictions where such services may legally be sold. Those who choose to access this website do so at their own initiative and are responsible for compliance with local laws. Some services may not be available in all jurisdictions and nothing on the Website shall be considered a solicitation to buy or an offer to sell any services to any person in any jurisdiction where such offer, solicitation, purchase or sale would be unlawful.
17. ACCESS TO PASSWORD PROTECTED OR SECURE AREAS
Access to and use of password protected or secure areas of the Website are restricted to authorized persons only. Anyone accessing or who attempts to access such areas without authorization may be subject to prosecution.
Ownership of Information
If you send us any materials, including but not limited to comments, suggestions, ideas, concepts, drawings, pictures, feedback, or other content (collectively, the “Submissions”), you agree that the Submissions shall be deemed, and shall remain, the property of Company. None of the Submissions shall be subject to any obligation of confidentiality on the part of Company, and Company shall not be liable for any use or disclosure of any of the Submissions. Without limitation of the foregoing, Company shall exclusively own all now known or hereafter existing rights to the Submissions of every kind and nature throughout the world and shall be entitled to unrestricted use of the Submissions for any purpose whatsoever, commercial or otherwise, without compensation to the provider of the Submissions.
Locality
Company manages and controls the Website from its offices located in California (United States of America). Company makes no representation that the Information or other materials in the Website are appropriate or available for use in other locations. If you choose to access the Website outside of the state of California through your own initiative, to the extent the local laws in the geographic region in which you are located are applicable to your access of and activities on the website you are responsible for compliance with such local laws.
18. MISCELLANEOUS
Company reserves the right to modify, suspend, or discontinue the Services (in whole or in part) at any time, with or without notice to you. Company may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Services or any part thereof.
These Terms and Conditions shall be governed by and construed in accordance with the laws of the State of California, United States of America, without giving effect to any principles of choice of law or conflicts of law that would require the application of the laws of a jurisdiction other than the State of California. For any disputes not subject to arbitration, venue for all proceedings will be the Federal and State courts located in Orange County, California. If any provision of these Terms and Conditions shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and Conditions and shall not affect the validity and enforceability of any remaining provisions. These Terms and Conditions constitute the entire agreement of the parties with respect to the subject matter hereof, and supersedes all previous written or oral agreements between the parties with respect to such subject matter.
19. COPYRIGHT AND TRADEMARK NOTICES
All Material included on the Website, except third party content as referenced above, is the property of Company and is protected by United States and international copyright laws. No portion of the Material on the Website may be reprinted or republished in any form without the express written permission of Company or, with respect to third party content, its respective owner. You may download Material from the Website your own personal, non-commercial use only, provided you do not modify the Material and keep intact all copyright and other proprietary notices. You may not further distribute or display such Material for any purpose. Without our prior written consent, you may not (a) allow, enable, or otherwise support the transmission of mass unsolicited, commercial advertising or solicitations via e-mail (spam); (b) use any high volume, automated, or electronic means (including without limitation robots, spiders, scripts or other automatic device) to monitor or copy our web pages or the content contained thereon; (c) link or deep-link to the Website for any purpose; or (d) frame the Website, place pop-up windows over its pages, or otherwise affect the display of its pages.
Certain of the names, logos, and other materials displayed on the Website may constitute trademarks, tradenames, service marks or logos (“Marks”) of Company or third parties. You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith, with the exception of the third party Marks, remains with Company and are protected by United States and international trademark laws. Nothing contained on the Website should be construed as granting, by implication or otherwise, any license or right to use any of the Marks displayed on the Website. Your use of the Marks displayed on the Website, or any other content on the Website, except as provided herein, is strictly prohibited. All Marks not owned by Company that appear on the Website are the property of their respective owners.
20. COPYRIGHT INFRINGEMENT POLICY
In accordance with the Digital Millennium Copyright Act, Title 17 United States Code Section 512(c)(2) (“DMCA”), Company maintains a separate DMCA Notice and Takedown Policy available at https://www.solvable.com/dmca-policy, which is incorporated by reference into these Terms and Conditions. The DMCA Policy contains detailed information about reporting copyright infringement claims and our procedures for addressing such claims.
21. INDEMNIFICATION
You agree to indemnify, defend and hold harmless Company, its parents, subsidiaries, affiliates, officers, directors, managers and other partners, employees, consultants and agents, from and against any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and court costs) resulting or arising from (1) any information you (or anyone accessing your account using your password) submit through the Website, (2) your violation of these Terms and Conditions, applicable law, or any third party’s rights (including privacy rights), (3) your (or anyone using your account/computer/device) violation of any rights of any other person or entity, including but not limited to intellectual property rights, (4) any Disabling Device or other similar harmful or deleterious programming routines input by you into the Website, or (5) any false or misleading DMCA takedown notices or counter-notices submitted by you.
22. EXCLUSIONS AND LIMITATIONS
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent that Company may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of our liability shall be the minimum permitted under such applicable law.
23. TERMINATION
You agree that Company, in its sole discretion, may terminate or modify your access to the Website and Services, or modify, suspend, or discontinue any aspect of the Website or Services, at any time without prior notice, for any reason, including, without limitation, if we believe that you have violated or acted inconsistently with the letter or spirit of these Terms and Conditions. FURTHER, YOU AGREE THAT COMPANY SHALL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE WEBSITE. The provisions of these Terms and Conditions that by their nature should survive termination shall survive any termination of your access to the Website, Material or Software, including without limitation, ownership provisions, warranty disclaimers, indemnification, and limitations of liability.
24. VIOLATIONS OF TERMS AND CONDITIONS
Company reserves the right to seek any remedy available at law or in equity for any violation of these Terms and Conditions, including but not limited to the right to block access from a particular Internet address to the Website. You acknowledge and agree that any violation of these Terms and Conditions would cause immediate and irreparable harm to Company for which monetary damages would be an inadequate remedy, and that Company shall be entitled to immediate injunctive relief without the necessity of showing actual damages or posting any bond.
25. FEEDBACK AND SUBMISSIONS
Company welcomes your feedback and suggestions about its programs, services, or the Site (“Feedback”), but please note that we do not accept or consider unsolicited ideas, including ideas for new products, services, marketing campaigns, or technologies. By transmitting any suggestions, information, material, or other content (collectively, “feedback”) to Company, you represent and warrant that: (i) such Feedback does not infringe or violate the intellectual property or proprietary rights of any third party (including, without limitation, patents, copyrights, or trademark rights); (ii) does not contain any confidential or proprietary information of any third party; (iii) is not subject to any contractual or legal restrictions that would prevent or limit your ability to provide such Feedback; and (iv) you have all rights necessary to convey to Company and enable Company and/or the Website to use such feedback. In addition, any feedback received through the Site will be deemed to include a royalty-free, perpetual, irrevocable, worldwide, transferable, sublicensable, non-exclusive right and license for Company and/or the Website to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works, and display (in whole or in part) worldwide, or act on such feedback without additional approval or consideration, in any form, media, or technology now known or later developed for the full term of any rights that may exist in such content, and you hereby waive any claim to the contrary.
26. FORCE MAJEURE
Company shall not be held liable or responsible for any delay or failure in performance of the Website or Services, or for any interruption or limitation in access thereto, resulting directly or indirectly from acts of God, natural disasters, fires, floods, earthquakes, storms, pandemics, wars, terrorism, civil or military disturbances, labor strikes, supply chain disruptions, power failures, internet outages, or any other cause beyond the Company’s reasonable control.
