Terms of Service
Cool Life & Vault Rooms
Terms of Service
VAULT ROOMS’ AND OR COOL LIFE CRM TERMS OF SERVICE
ATTENTION: THIS AGREEMENT GOVERNS THE SERVICES PROVIDED BY COOL LIFE CRM, INC., FOR YOUR VAULT ROOMS AND OR CRM. THIS AGREEMENT CONTAINS LIMITATIONS ON WARRANTIES AND OR REMEDIES.
This Agreement is made between Cool Life CRM, Inc. (“we,” “us,” “our,” “COOL LIFE CRM, “Vault Rooms” or “Company”) and you (“Client,” “You,” “Your,” or “Buyer”). PLEASE READ IT CAREFULLY BEFORE ACCEPTING OR USING PRODUCTS FROM COOL LIFE CRM. BY SUBSCRIBING AND AGREE TO BE LEGALLY BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT PROCEED WITH THIS SERVICE.
These General Terms of Service (“General Terms”), along with any applicable Additional Terms (see section 1.2 (Additional Terms) below) (collectively, the “Terms”) govern your use of and access to our websites, web-based applications and products, customer support, discussion forums or other interactive areas or services, and services such as Vault Rooms or Cool Life CRM (collectively, the “Services”) and your installation and use of any software that we include as part of the Services, including, without limitation, mobile and desktop applications, Sample Files and Content Files (defined below), scripts, instruction sets, and related documentation (collectively, the “Software”). If you have
- Your Agreement with Cool Life CRM, Inc. Subscription
1.1 Choice of Law and Contracting Entity. If you reside in North America (including the United States, Canada, Mexico, United States territories and possessions, and the United States military bases, wherever located), your relationship is with Cool Life CRM Inc., a United States company. The Terms are governed by, and construed and interpreted following, the laws of the State of North Carolina, U.S.A., unless preempted by U.S. federal law, without regard to conflict of law rules. We do not seek to limit those rights where it is prohibited to do so by law. For purposes of the Terms “Cool Life,” “us,” “we,” and “our” mean Cool Life CRM Inc or Vault Rooms
1.2 Additional Terms. Our Services and Software are licensed, not sold, to you and may be subject to one or more of the additional terms below (“Additional Terms”). If there is any conflict between the terms in the General Terms and the Additional Terms, then the Additional Terms govern concerning those Services or Software. The Additional Terms are subject to change as described below in section 1.5 (Updates to Terms).
1.4 Business Email Domains. As a Personal User or a Business User, you may use an email address provided or assigned to you by a Business (such as your work email address). If the Business establishes a direct relationship with us, they may want to add your account to such a relationship. If this happens, the Business may roll your account into the Business’s account with prior notice from the Business or us. This means the Business may (A) access the account; (B) take control over the account and any Content therein, whether stored, uploaded, or imported before or after the date the Terms were last updated; and (C) recommend any non-Business Content associated with such account to be moved to a new account that utilizes an email address not associated with such Business. You, as a Personal User with an account assigned to a Business or a Business User, also acknowledge that we may provide your personal information to such Business (including, for clarity, sharing your information with an administrator of your Business), such as your name, email address, and Entitlement information. If you do not want a Business to access, use, remove, retain, or control an account or profile, then do not use a business email address with that account. Information regarding Content storage and access and how you may change the email address associated with your account may be found in our guide. We may share information about the Business, such as the name and email address of the administrator, to a Business User.
1.5 Updates to Terms. We may make changes to the Terms from time to time, and if we do, we will notify you by revising the date at the top of the Terms, and, in some cases, we may provide you with additional notice and acceptance. Unless otherwise noted, the amended Terms will be effective immediately, and your continued use of our Services and Software confirms your acceptance of the changes.
2.2 Our Access to Your Content. We will only access, view, or listen to your content (defined in section 4.1 (Content) below) in limited ways and only as permitted by law. For example, to provide the Services and Software, we may need to access, view, or listen to your content to (A) respond to Feedback or support requests; (B) detect, prevent, or otherwise address fraud, security, legal, or technical issues; and (C) enforce the Terms.
2.3 Data Protection Agreements. In some countries, the law requires that we put a data protection agreement in place with you if we handle Personal Data (as defined in the applicable Agreement) for you as part of our Services and Software. These agreements are the EU Data Processing Agreement or Data Protection Terms, found in the following locations:
(A) European Union (“E.U.”) Data Processing Agreement (or “D.P.A.”). The D.P.A. terms apply where you provide Personal Data (as defined in the D.P.A.) collected from individuals from countries in the European Economic Area (“EEA”) and the U.K. and where you are a “Controller.” Cool Life is a “Processor” under the General Data Protection Regulation (E.U.) 2016/679 (“GDPR”) or any successor for the GDPR associated with the withdrawal of the United Kingdom from the E.U. The D.P.A. terms are available here.
(B) Data Protection Terms. The Data Protection Terms apply where you provide Personal Data (as defined in the Data Protection Terms) collected from individuals outside of the EEA and the U.K. and where Cool Life is Processing (as defined in the Data Protection Terms) this data at your instruction and on your behalf. The Data Protection Terms are available here.
2.4 Sensitive Personal Information. You agree not to collect, process, or store any Sensitive Personal Information (as defined below) using the Services and Software, except as (A) directly authorized by Cool LIfe, (B) intended by the Services and Software, or (C) governed by the Additional Terms, as applicable. You agree not to transmit, disclose, or make available Sensitive Personal Information to Cool Life or any of our third-party providers. “Sensitive Personal Information” means an individual’s financial information, data concerning an individual’s sexual behavior or sexual orientation, medical or health information protected under any health data protection laws, biometric data, personal information of children protected under any child data protection laws (such as the personal information defined under the U.S. Children’s Online Privacy Protection Act (“COPPA”)) and any additional types of information included within this term or any similar term (such as “sensitive personal data” or “special categories of personal information”) as used in applicable data protection or privacy laws. If you are a Business, you also agree to ensure Business Users comply with section 2.4 (Sensitive Personal Information).
2.5 Transfer of Personal Information. We process and store information in the U.S. and other countries. Using our Services and Software, you authorize Cool Life to transfer your personal information across national borders and to other countries where it and its partners operate.
- Use of Services and Software.
3.1 License. Subject to your compliance with the Terms and applicable law, we grant the right to access from a secure cloud access. Each license is to be used by only one (1) person and cannot be shared. At the end of your license term, your license(s) will expire as outlined in your order document(s) or the Subscription and Cancellation Terms. The version(s) of the Services and Software available at your renewal date may differ from the version(s) available when you first licensed them from Cool Life. The versions of the Services and Software are updated and accessible. You agree that your decision to use, access, or license the Services and Software is not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments we made regarding future functionality or features.
3.2 Cool Life Intellectual Property. We remain the sole owner of all rights, titles, and interests in the Services and Software. Except as stated in the Terms, we do not grant you any rights to patents, copyrights, trade secrets, trademarks, or any other rights with respect to the items in the Services or Software. You may not use our trade names, trademarks, service marks, or logos in connection with any product or service that is not ours or in any manner that is likely to confuse. We reserve all rights not granted under the Terms.
3.3 Storage. We may create reasonable technical limits, such as file size, storage space, processing capacity, and other attributes associated with the level of service subscribed. We may suspend the Services until you are within the storage space limit associated with your account. At the end of your license term, we will use commercially reasonable efforts to allow you to transition your content out of the Services. The transition must be completed within a time frame before the termination or expiration of your license term. We reserve the right to delete your Content post-termination. You should download any Content stored in the Services before your license ends.
3.4 User-Generated Content. We may host user-generated content from our users. We bear no responsibility for such user-generated content; your sole remedy is the subscriber’s responsibility. Additional support services are available for an additional service unless included in a subscription agreement.
3.5 Sample Files. “Sample Files” means provided content files for tutorials, demonstrations, and other trial purposes, which may be identified as sample files. Sample Files cannot be used for any other purpose than for which they were provided. You cannot distribute Sample Files in any way that allows a third party to use, download, extract, or access the Sample Files as a stand-alone file, and you cannot claim any rights in the Sample Files.
3.6 Content Files. “Content Files” means assets provided as part of the Services and Software. Unless documentation or specific licenses (including but not limited to Additional Terms) state otherwise, we grant you a personal, non-exclusive, non-sublicensable (except if you are a Business, then sublicensable only to your Business Users), and non-transferable license to use the Content Files to create your end use (i.e., the derivative application or product authored by you) into which the Content Files, or derivations thereof, are embedded for your use (“End Use”). You may modify the Content Files before embedding them in the End Use. You may reproduce and distribute Content Files only in connection with your End Use; however, under no circumstances can you distribute the Content Files on a stand-alone basis outside of the End Use.
3.7 Free Memberships, Offers, and Trials. Cool Life may provide free memberships, offers, and trial subscriptions at its sole discretion. If access to the Services and Software is provided to you for free or for trial purposes, such access is governed by the Terms. At any time before or during the free or trial period, Cool Life may, in its sole discretion, terminate the free or trial access without prior notice and any liability to you, to the extent permitted under applicable law, for any reason, including to prevent abuse of the free or trial access. After the free or trial access period expires, you may continue using the Services or Software only by enrolling in a paid subscription, if available, or as otherwise permitted by Cool Life. During the free or trial period, no express or implied warranties shall apply to the Services and Software; all Services and Software are provided “as is” with all defects, and no technical or other support is included.
3.8 Third-Party Services and Software. Cool Life may make third-party Software and services (including plug-ins and extensions) available through the Services and Software as a convenience. Third-party Software and services are not Services and Software as defined in the Terms, and your acquisition and use of such third-party Software and services is solely between you and the third party.
- Your Content.
4.1 Content. “Content” means any text, information, communication, or material, such as audio files, video files, electronic documents, or images, that you upload, import into, embed for use by, or create using the Services and Software. We reserve the right (but do not have the obligation) to remove content or restrict access to Content, Services, and Software if any of your content is found to violate the Terms. We do not review all content uploaded to the Services and Software. Still, we may use available technologies, vendors, or processes to screen for certain types of illegal content (for example, child pornography) or other abusive content or behavior (for example, patterns of activity that indicate spam or phishing or keywords that indicate adult content has been posted outside of the adult wall).
4.2 Licenses to Your Content. You remain the sole owner of all content. Solely for operating or improving the Services and Software, you grant us permission to perform back-up and evaluate content when necessary to provide professional services.
4.3 Ownership. As between you and Cool Life, you (as a Business User or a Personal User, as applicable) retain all rights and ownership of your content (or where applicable, you must ensure that you or the Business (as applicable) have a valid license to the content). We do not claim any ownership rights to your content.
- Your Account.
5.1 Account Information. As a Personal User or a Business User, you are responsible for all activity via your account, even if that activity is not by you or without your knowledge or consent. You may not (A) share your account information (except with an authorized account administrator), whether intentionally or unintentionally, or (B) use another person’s account. Your account administrator may use your account information to manage your use and access to the Services and Software.
5.2 Account Security. You are responsible for taking reasonable steps to maintain the security and control of your account. We require multi-factor authentication and provide a phone number or an alternate email for security purposes. Cool Life assumes no responsibility for any loss you may sustain due to a compromise of your account login credentials or failure to follow or act on any notices or alerts we may send to your email address or telephone number. You are responsible for keeping your email address and telephone number up to date to receive any notices or alerts we may send you, and you are also responsible for carefully reviewing any messages purporting to be from Cool Life to ensure they are legitimate. If you suspect your account or security details have been compromised, please get in touch with your account administrator or our Customer Support.
5.3 Free Account Inactivity. You are responsible for keeping your account active, which means you must sign in periodically to avoid any disruption or loss of access to the Services and Software or termination of your account. If you don’t sign into your account periodically, we reserve the right to assume your account is inactive, and you agree that we may close it for you. You understand that you will lose access to any Content stored in your account upon closure. Before closing your account for inactivity, we will attempt to notify you. To avoid doubt, section 5.3 (Free Account Inactivity) does not apply to paid accounts in good standing.
- User Conduct.
You must use the Services and Software responsibly and not misuse the Services and Software. For example, you must not:
6.1 use the Services and Software without, or in violation of, a written license or Agreement with Cool Life;
6.2 copy, modify, host, stream, sublicense, or resell the Services and Software.
6.3 enable or allow others to use the Services and Software using your account information;
6.4 offer, use, or permit the use of or access to the Services and Software in a computer services business, third-party outsourcing service, on a membership or subscription basis, on a service bureau basis, on a time-sharing basis, as a part of a hosted service, or on behalf of any third party;
6.5 construct a database or dataset using, including, or comprised of the functionality provided in the Software.
6.6 access or attempt to access the Services and Software by any means other than the interface we provide or authorize.
6.7 circumvent any access or use restrictions put into place to prevent certain uses of the Services and Software;
6.8 impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity, including not disclosing an applicable sponsorship or endorsement relationship when you leave a review;
6.9 attempt to disable, impair, or destroy the Services and Software;
6.10 engage in chain letters, junk mail, pyramid schemes, phishing, spamming, or other unsolicited messages;
6.11 engage in fraudulent activities, such as payment and refund fraud;
6.12 use any data mining or similar data gathering and extraction methods in connection with the Services and Software, including data scraping for machine learning or other purposes;
6.13 create accounts to violate the Terms or our policies (or other types of actions taken by C0ol Life), including, but not limited to, creating fake accounts or circumventing account termination;
6.14 manipulate or otherwise display the Services and Software by using framing or similar navigational technology or
6.15 violates any applicable law.
- Fees and Payment.
7.1 Taxes and Third-Party Fees. You must pay any applicable taxes and third-party fees (including, for example, telephone toll charges, mobile carrier fees, I.S.P. charges, data plan charges, credit card fees, V.A.T., foreign exchange fees, and foreign transaction fees). We are not responsible for these fees. Contact your financial institution with questions about fees. We may take steps to collect the fees you owe us. You are responsible for all related collection costs and expenses. If you are in a different country from Cool Life CRM, Inc., your payments will be made in U.S. dollars.
7.2 Credit Card Information. You authorize us or our authorized vendor(s) to store your payment method and use it with your use of the Services and Software as described in your Subscription and Cancellation Terms. To avoid interruption of your service, we may participate in programs supported by your card provider to try to update your payment information. You authorize us or our authorized vendor(s) to continue billing and charging your account for amounts owed with the information we obtain.
- Your Warranty and Indemnification Obligations.
8.1 Warranty. You must have (A) all necessary licenses and permissions to use and Share your Content and (B) the rights necessary to grant the licenses in the Terms.
8.2 Indemnification. You will indemnify us and our subsidiaries, affiliates, officers, agents, employees, partners, and licensors from any claim(s), demand(s), loss(es), or damage(s), including reasonable attorneys’ fees, arising out of, or related to your content, including, but not limited to your use of the Services and Software (as applicable), your interactions with any other users (including Third-Party Entitlement Holders), or your violation of the Terms (“Matter”). We have the right to control the defense of any matter subject to indemnification by you with counsel of our choosing. You will fully cooperate with us in the defense of any Matter.
- DISCLAIMERS OF WARRANTIES.
9.1 Unless stated in the Additional Terms, the Services and Software are provided “AS-IS.” To the maximum extent permitted by law, Cool Life CRM, its affiliates, and third-party providers (“Covered Parties”) disclaim all warranties, express or implied, including the implied warranties of non-infringement, merchantability, and fitness for a particular purpose. The Covered Parties make no commitments about the content within the Services. The Covered Parties further disclaim any warranty that (A) the Services and Software will meet your requirements or will be constantly available, uninterrupted, timely, secure, or error-free; (B) the results obtained from the use of the Services and Software will be effective, accurate, or reliable; (C) the quality of the Services and Software will meet your expectations; or (D) any errors or defects in the Services and Software will be corrected.
9.2 The Covered Parties specifically disclaim all liability for any actions resulting from your use of any Services and Software. You may use and access the Services and Software at your discretion and risk, and you are solely responsible for any damage to your computer system or loss of data that results from the use of and access to any Service and Software.
9.3 If you post your content on our servers to publicly Share through the Services, the Covered Parties are not responsible for (A) any loss, corruption, or damage to your content; (B) the deletion of content by anyone other than Cool Life; or (C) the inclusion of your content by third parties on other websites or in other media.
- LIMITATION OF LIABILITY.
10.1 Unless stated in the Additional Terms, in no event shall the Covered Parties be liable to you or anyone else for any special, incidental, indirect, consequential, moral, exemplary, or punitive damages whatsoever, regardless of cause, including losses and damages (A) resulting from loss of use, data, reputation, revenue, or profits; (B) based on any theory of liability, including breach of contract or warranty, negligence, or other tortious action; or (C) arising out of or in connection with your use of or access to the Services and Software. Nothing in the Terms limits or excludes our liability for gross negligence, intentional misconduct of Cool Life or its employees, death, or personal injury.
10.2 Our total liability in any matter arising out of or related to the Terms is limited to the greater of (A) U.S. $100 or (B) the aggregate amount that you paid for access to the Services and Software during the three months preceding the event giving rise to the liability. Our suppliers will have no liability arising from or related to the Terms.
10.3 These limitations and exclusions in this section 10 (Limitation of Liability) apply to the maximum extent permitted by law even if (A) a remedy does not fully compensate you for any losses or failure of its essential purpose or (B) the Covered Parties knew or should have known about the possibility of damages.
10.4 The Terms set forth the entire liability of the Covered Parties and your exclusive remedy concerning access and use of the Services and Software.
11.1. CANCELLATION AND TERM OF AGREEMENT: Fees and cancellations are structured on various terms and costs and are subject to the same as purchased and agreed upon before processing your payment. Regardless of the method of payment selected, with or without a discount offered on such plans, annual agreements are subject to all terms of the duration subscribed. Whether they are being paid monthly or an annual prepayment, they are subject to the same term. You may cancel your subscription and terminate using the Services and Software anytime. Cancellation or termination of your account does not relieve you of any obligation to pay any outstanding fees associated with your subscription until its full term is satisfied, including, but not limited to, early cancellation fees. Per the terms above, cancellations must be submitted via the client portal provided during the subscription process and will not be accepted by phone or email. You understand that requesting cancelation during your purchase will result in the balance of your obligation being charged in full at the time of your notice.
11.2 Termination by Us. Unless stated in the Additional Terms, we may at any time immediately terminate or suspend your right to use and access the Services and Software, without refunds for any prepaid fees, if in Cool Life’s sole discretion:
(A) you breach any provision of the Terms (or act in a manner that clearly shows you do not intend to or are unable to, comply with the Terms);
(B) you fail to make the timely payment of fees for the Services and Software, if any;
(C) you physically, verbally, or through other means abuse, threaten, bully, or harass us or our personnel (in such circumstances, we may alternatively suspend or restrict your access to the Services and Software);
(D) you have repeatedly made complaints in bad faith or without a reasonable basis and continue to do so after we have asked you to stop (in such circumstances, we may alternatively suspend or restrict your access to the Services or Software);
(E) continuing to provide the Software or Services to you would violate any applicable law;
(F) we elect to discontinue the Services and Software, in whole or in part, if it becomes impractical for us to continue offering Services in your region due to a change of law or other reason or
(G) there has been an extended period of inactivity in your free account
Suppose we terminate the Terms or your use of the Services and Software for reasons other than cause, as listed above. In that case, we will make reasonable efforts to notify you via the email address you provided at least thirty (30) days before termination, with instructions on retrieving your content. Upon termination by us, you may lose access to your content.
If you believe your Cool Life Account has been deactivated in error, you may submit an appeal by following the process outlined when you attempt to log into your account. If you have any related questions, please get in touch with Coo Life Customer Care.
11.3 Survival. Upon the expiration or termination of the Terms, some or all of the Services and Software may cease to operate without prior notice. Your indemnification obligations, our warranty disclaimers and limitations of liabilities, and the dispute resolution provisions stated in the Terms will survive.
- Trade Sanctions and Export Control Compliance.
The Services and Software, and your use of them, are subject to laws, restrictions, and regulations of the United States and other jurisdictions that (A) govern the import, export, and use of the Services and Software and (B) may, in Cool Life’s sole discretion, prohibit us from providing the Services and Software to you with or without notice, in which case no refunds will be provided for any prepaid fees. By using the Services and Software, you agree to comply with all such laws, restrictions, and regulations, and you warrant that you are not prohibited from receiving the Services and Software by the laws of any jurisdiction. Additionally, you agree not to upload to or transmit over any Services or Software any content that is controlled for export from the United States (including technical data controlled under the U.S. International Traffic in Arms Regulations and technology controlled under the U.S. Export Administration Regulations) without prior written approval from Cool Life.
- Australian Consumer Law.
Nothing in the Terms is intended to exclude, restrict, or modify any consumer rights under the Competition and Consumer Act 2010 (Cth) (“C.C.A.”) or any other legislation that may not be excluded, restricted, or modified by the Agreement. If the C.C.A. or any other legislation implies a condition, warranty, or term into the Terms or provides statutory guarantees in connection with the Terms, in respect of goods or services supplied (if any), our liability for breach of such a condition, warranty, other term or guarantee is limited (at our election), to the extent it can do so: (A) in the case of the supply of goods, our doing any one or more of the following: (1) replacing the goods or supplying equivalent goods; (2) repairing the goods; (3) paying the cost of replacing the goods or of acquiring equivalent goods; and (4) paying the cost of having the goods repaired; or (B) in the case of the supply of services, our doing either or both of the following: (1) supplying the services again, and (2) paying the cost of having the services supplied again.
- Dispute Resolution, Class Action Waiver, Arbitration Agreement.
Cool Life Customer Care is available to address most concerns that you may have regarding all Services and Software. Contact Cool Life Customer.
14.1 Notice of Claim and Required Information Dispute Resolution Process. Suppose you have any concern or dispute that Cool Life Customer Care cannot resolve (“Claim”). In that case, you agree first to try to resolve the dispute informally and in good faith by contacting us and providing a written Notice of Claim to the address provided in section 18.2 (Notice to Cool Life). The Notice of Claim must provide Cool Life with fair notice of your identity, a description of the nature and basis of your Claim, and the relief you seek, including the specific amount of any monetary relief you seek. It cannot be combined with a Notice of Claim for other individuals. Suppose any dispute related to your Claim is not resolved within 60 days of receipt. In that case, any resulting legal actions must be resolved through either small claims court or final and binding arbitration, including any dispute about whether arbitration is required for the dispute, subject to the exceptions set forth below. Neither party shall initiate legal action until 60 days after receiving the Notice of Claim. This Agreement to arbitrate shall apply, without limitation, to all claims that arose or were asserted before the effective date of the Terms. The arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of the Terms or formation of the Terms, including whether any dispute between us is subject to arbitration (i.e., the arbitrator will decide the arbitrability of any dispute) and whether all or any part of these Terms are void or voidable. Claims related to the Terms, Services, or Software are permanently barred if not brought within one year of the event resulting in the Claim.
14.2 No Class Actions. You may only resolve disputes with us individually and not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Nonetheless, if any portion of this class action waiver is deemed unenforceable or invalid as to a particular remedy, then that remedy (and only that remedy) must be severed from the arbitration and may be sought in court. The parties agree, however, that any adjudication of remedies not subject to arbitration shall be stayed pending the outcome of any arbitrable claims and remedies.
14.3 Arbitration Rules. The arbitration is in Lee County, North Carolina, U.S.A., under its Streamlined Arbitration Rules and Procedures if you reside in the Americas. Judgment upon the award rendered may be entered and enforceable in any court of competent jurisdiction having jurisdiction over you and us. In the event of a conflict between the rules of the arbitration provider and the Terms, including concerning the assessment of the fees and costs of arbitration, the Terms will govern.
14.4 Arbitration Fees and Costs. Payment of all filing, administration, and arbitrator fees and costs of arbitration will be governed by the rules of the arbitration provider, except that to the extent that you bring a Claim as part of a Coordinated Action, we agree that the parties will equally share all of the fees and costs of arbitration (to the extent that allocation is not already required under applicable rules). For purposes of this section, a “Coordinated Action” is any action in which you are represented by a law firm or collection of law firms that have filed numerous coordinated individual arbitration demands of the same or similar nature against us within a short time. If a claim or the relief sought in arbitration was frivolous, or a Claim was brought for an improper purpose, the parties may seek to reallocate the fees and costs of arbitration, according to the arbitration provider’s rules.
14.5 Exceptions to Arbitration – Small Claims and Injunctive Relief. Notwithstanding the previous, either party may elect to have any Claim subject to the jurisdiction of a small claims court decided in a small claims court in Lee County, North Carolina, U.S.A. Suppose either party files a Claim in arbitration that could have been brought in small claims court. In that case, the other party may provide notice that it wants the case decided in small claims court before the appointment of an arbitrator. The arbitrator shall administratively close the case before assessing any fees, and the party bringing the Claim must proceed in small claims court in place of arbitration. Any dispute about whether a Claim qualifies for small claims court shall be resolved by that court, not by an arbitrator. In the event of any such dispute, the arbitration proceeding shall remain closed unless and until the small claims court decides that the Claim should proceed in arbitration. Additionally, either party shall be entitled to apply for preliminary injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction, such as in the event of your or others’ unauthorized access to or use of the Services or Software violating the Terms. Suppose a party has a dispute seeking preliminary injunctive relief and other forms. In that case, the party may go to court to seek preliminary injunctive relief but must arbitrate its claims or seek relief in small claims court for all other forms of relief.
14.6 Acceptance of Arbitration and Right to opt-out. Within the first seven (7) days of your use of the Services and Software or the date of the last update to section 14 (Dispute Resolution, Class Action Waiver, Arbitration Agreement) of the Terms, whichever is later, you have the right to opt out of the arbitration and class action waiver provisions of section 14 (Dispute Resolution, Class Action Waiver, Arbitration Agreement) by sending us written notice of your decision at the address outlined in section 18.2 (Notice to Cool Life). If you opt out of these provisions, Cool Life will not be bound by them.
- Updates to Services and Software and Availability.
15.1 Updates to the Services and Software. We may modify, update, or discontinue the Services and Software (including any portions or features), which modifications, updates, or discontinuations may, for clarity, be detrimental or result in a diminishment of value to you, at any time, without liability to you or anyone else. For changes to paid offerings that, in Cool Life’s reasonable discretion, are detrimental or result in a material diminishment of value to you, we will make reasonable commercial efforts to notify you of such modification, update, or discontinuation. Suppose we discontinue the Services or Software in its entirety. In that case, we will use reasonable commercial efforts to allow you to transition your content, and we may provide you with a pro-rata refund for any unused fees for that Service or Software that you prepaid.
15.2 Availability. Our webpages may be accessible worldwide, but this does not mean all Services and Software are available in your country, or that user-generated content available via the Services and Software is legal or available in your country. We or foreign governments may block access to certain Services (or certain Service features) or Software in certain countries. It is your responsibility to make sure your use of the Services and Software is legal or available where you use them. Services and Software are not available in all languages.
- No Modifications, Reverse Engineering, Artificial Intelligence/Machine Learning (AI/ML).
Certain elements of the Services and Software constitute our (or our licensors’) confidential information. Except as expressly permitted in the Terms, you may not (and will not allow third parties to) (A) modify, port, adapt, or translate any portion of the Services or Software; (B) reverse engineer (including but not limited to monitoring or tracking the inputs and outputs flowing through a system or an application in order to recreate that system), decompile, disassemble, or otherwise attempt to discover, within any Service or Software, the source code, data representations or underlying algorithms, processes, methods, and any other portion of such Service or Software; or (C) use, or allow third parties to use, the Services or Software (including any architectures, models, or weights [which is considered Cool Life’s confidential and proprietary information]), or any content, data, output, or other information received or derived from the Services or Software, to directly or indirectly create, train, test, or otherwise improve any machine learning algorithm or artificial intelligence system that mimics or performs any function substantially similar to any function contained within the Services or Software. Suppose the laws of your jurisdiction give you the right to decompile the Services or Software to obtain information necessary to render the licensed portions of the Services or Software interoperable with other Software. In that case, you must first request such information from us. In our discretion, we may provide such information to you or impose reasonable conditions, including a reasonable fee, on your decompilation of the Services or Software to ensure that our and our licensors’ and suppliers’ proprietary rights in the Services and Software are protected.
17.1 English Version. The English version of the Terms will be used when interpreting or construing the Terms.
17.2 Notice to Cool Life CRM. You may send notices to us at the following address: Cool Life CRM, Inc, 3096 S Horner Blvd, Suite 289 Sanford, NC 27332 USA, Attention: General Counsel.
17.3 Notice to You. We may notify you by email or postal mail associated with your account, postings within the Services, or other legally accepted means. It is your responsibility to keep your account information current to receive notifications.
17.4 Non-Assignment. You may not assign or otherwise transfer the Terms or your rights and obligations under the Terms, in whole or in part, without our written consent, and any such attempt will be void. We may assign or transfer our rights under the Terms to a third party without your consent.
17.5 Government Terms. If you are a U.S. government entity, or if the Terms are or become subject to the Federal Acquisition Regulations (FAR), then the Services and Software provided under the Terms are “Commercial Product(s) or Commercial Service(s)”, as those terms are defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation,” and services related thereto, as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through §227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are licensed to U.S. Federal Government End Users (A) only as Commercial Products and Services; and (B) with only those rights as are granted to all other end users according to the Terms. Unpublished rights are reserved under the laws of the United States.
17.6 Headings. Headings used in the Terms are provided for convenience only and will not be used to construe meaning or intent.
17.7 Severability. Suppose any provision of the Terms is held invalid or unenforceable for any reason. In that case, the remainder of the Terms will continue in full force and effect, and such provision shall be ineffective only to the extent of such invalidity or unenforceability.
17.8 No Waiver. Our failure to enforce or exercise any provision of the Terms is not a waiver of that provision.
17.9 Force Majeure. Neither party will be liable to the other for any delay or failure to perform any obligation (other than your payment obligations to Cool Life) under the Terms if the delay or failure is due to unforeseen events that occur after the effectiveness of the Terms and which are beyond the reasonable control of the parties, such as strikes, blockade, war, terrorism, riots, natural disasters, refusal of license by the government or other governmental agencies, in so far as such an event prevents or delays the affected party from fulfilling its obligations and such party is not able to prevent or remove the force majeure at reasonable cost.
We respect the Intellectual Property Rights of others, and we expect our users to do the same. We will respond to clear notices of copyright infringement consistent with the Digital Millennium Copyright Act (“DMCA”).
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