Effective: January 8, 2026
Last Modified: January 10, 2026
Gut Feelings, LLC, and its affiliates (collectively, "we," "us," "our," or "Gut Feelings") offer you access to its interactive online websites, applications, and services. These Terms of Use, together with our Privacy Policy, Consumer Health Data Privacy Policy, and any additional terms which might apply to certain products or services, govern your use of our websites (the "Website(s)"), products, or any of our mobile widgets, services, or other applications ("Applications") (together, our "Services").
PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING OUR SERVICES. BY USING ANY OF OUR SERVICES (OTHER THAN TO READ THESE TERMS OF USE FOR THE FIRST TIME) YOU ARE AGREEING TO COMPLY WITH THESE TERMS OF USE, WHICH MAY CHANGE FROM TIME TO TIME AS SET FORTH IN "AMENDMENT; ADDITIONAL TERMS" SECTION BELOW. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF USE, DO NOT USE OUR SERVICES. USE OF THE SERVICES SHALL BE DEEMED AS ACCEPTANCE OF THE FOLLOWING TERMS AND CONDITIONS.
Our Services and Service Content are intended solely as a general fitness informational resource. GUT FEELINGS DOES NOT REPRESENT IN ANY WAY THAT ANY ADVICE PROVIDED BY ANY OF OUR SERVICES OR ANY SERVICE CONTENT CONSTITUTES QUALIFIED EXPERT, MEDICAL, OR HEALTH ADVICE. See the Section below titled "Health Claims" for more information. Please read all of that section carefully and consult the advice of your health care provider for any such advice in connection with your use of the Services. THE USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK.
Your use of our Services is subject to mandatory and binding individual arbitration of any disputes which may arise, as provided in the Section below titled "DISPUTE RESOLUTION & MANDATORY ARBITRATION". Please read all of that section carefully, and do not use the Services if you are unwilling to arbitrate all disputes you may have with us as provided in that section.
Our Services and associated content (and any derivative works or enhancements of the same) including, but not limited to, all text, illustrations, files, images, software, scripts, graphics, photos, sounds, music, videos, information, content, materials, products, services, URLs, technology, documentation, and interactive features included with or available through our Services and all intellectual property rights to the same, including, without limitation, all trademarks, service marks, trade names and trade dress that may appear in our Services are owned by us, our licensors, our affiliates, and/or identified third parties (collectively, the "Service Content"). Except for the limited use rights granted to you in these Terms of Use, you shall not acquire any right, title or interest in our Services or any Service Content. Any rights not expressly granted in these Terms of Use are expressly reserved.
We may offer certain portions of our Services at no charge (e.g., Websites) and others (e.g., mobile Applications) for a one-time fee, on a per-use basis, on a subscription basis or under any other lawful pricing structure. In all instances, our Services are not being sold to you; rather, you are being granted a limited license to use our Services.
Certain Services may require payments to be made through the Website or Application. All payments made through the Website or Application are processed by independent third-party payment service providers (such as Stripe, Apple Pay, or other authorized processors – "Payment Processors"). We do not collect or store your full payment card details, and we are not responsible for any errors, acts, or omissions of such Payment Processors. By submitting your payment information, you authorize the applicable Payment Processor to charge your selected payment method for the total amount of your purchase, including any applicable taxes and fees.
If you purchase a subscription for or through the Services, you authorize the applicable Payment Processor to automatically charge your payment method at the then-current subscription rate on a recurring basis (e.g., monthly or annually, as applicable) until you cancel in accordance with these Terms of Use and the applicable subscription terms. Subscriptions automatically renew unless you cancel at least 24 hours before the end of the current subscription period. Before your subscription renews, you will be provided advance notice of renewal and any rate changes as required by applicable law. You may cancel your subscription at any time through your Account settings found on your app store and, unless we agree otherwise, the cancellation will be effective at the end of your current billing period. Except where required by law, amounts already charged are non-refundable.
You are responsible for ensuring that your payment information is current and accurate. If a payment is declined or your payment method expires, we may suspend or terminate your access to the Website, Application, or other Service until payment is successfully processed.
In the event of a payment dispute, including chargebacks, you agree to first contact us to attempt to resolve the issue before disputing a charge with your payment provider. We reserve the right to dispute any chargeback that we believe is improper and to recover any associated costs.
Your use of a third-party Payment Processor is subject to that Payment Processors' terms and conditions and privacy policy, which we encourage you to review – see "Third-Party Services/Terms" below. Our role is limited to facilitating payments through such Payment Processors; we are not a bank, merchant of record, money transmitter, or payment processor.
In certain instances, your use of an Application, our Website or other Services may be subject to your agreement to certain third-party privacy or other terms ("Third-Party Terms"). For Third-Party Terms related to third-party products or services accessed through our Services, we will endeavor to provide you notice of such applicable terms in our Privacy Policy or via posting in our Website or Application (e.g., terms for Payment Processors, HealthKit, authentication providers). By using the applicable service, you agree to all such Third-Party Terms.
HealthKit Integration. You may integrate with the Apple HealthKit in order to import health data for use with the Services. For more information about the handling of your data, please see our Privacy Policy and Consumer Health Data Policy. By using the HealthKit integration, you permit us to access and use specific health data you have authorized. You can revoke permission at any time through iOS settings. We are not responsible for the accuracy of any HealthKit data. The HealthKit is subject to your Apple account terms and policies.
App Store. You acknowledge and agree availability of our Applications and related Services depend on the third-party from whom you received the Application license, e.g., the Apple App Store or other App stores ("App Store"). You acknowledge that these Terms of Use are between you and Gut Feelings and not with the App Store. Gut Feelings, not the App Store, is solely responsible for its Services, including the Application, the content thereof, maintenance, support services, and warranty therefor, and addressing any claims relating thereto (e.g., product liability, legal compliance or intellectual property infringement). In order to use our Applications, you must have access to a wireless network, and you agree to pay all fees associated with such access. You also agree to pay all fees (if any) charged by the App Store in connection with the Services, including the applicable Application. You agree to comply with, and your license to use the Application is conditioned upon your compliance with, all applicable third-party terms of agreement (e.g., the App Store's terms and policies) when using our Services, including the Application. You acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of the Terms of Use and will have the right to enforce them.
Payment Processing. We utilize the services of external payment service providers ("Payment Providers") to process payment transactions and manage routing of customer information through applicable payment networks. We are not affiliated with the Payment Providers and expressly disclaim responsibility and liability for services provided by the Payment Provider(s) you select for making any payments for our products or Services; accordingly, you hereby agree that Gut Feelings shall not be responsible for loss or injury as a result of your use of Payment Providers. Your use of the Payment Provider(s) you select to process payments is subject to such Payment Provider's terms, which you agree to when you do any of the following: (1) agree to these Terms of Use; (2) register an Account; or (3) make or solicit a payment through our Services.
Our Services are provided for use by you or your organization for personal or non-commercial use only. When using our Services, you agree to comply with all applicable federal, state, and local laws including, without limitation, copyright law. Except as expressly permitted in these Terms of Use or as we may otherwise permit, you may not use, reproduce, duplicate, distribute, create derivative works based upon, publicly display, publicly perform, publish, transmit, or otherwise exploit Service Content for any purpose whatsoever without obtaining prior written consent from us or, in the case third-party content, its applicable owner. In certain instances, we may suggest, ask, or otherwise permit you to download, install or print Service Content. In such a case, you may do so only in the manner authorized and for your non-commercial use only. You acknowledge that you do not acquire any ownership rights by downloading, installing, or printing Service Content.
Any software that is made available to view and/or download in connection with our Websites is owned or controlled by us and/or licensors, affiliates and suppliers and is protected by copyright laws and international treaty provisions. Your use of the software is governed by the terms of the end user license agreement, if any, which accompanies or is included with the software. We accept no responsibility or liability in connection with any software owned or controlled by third parties.
To the extent that our Website, Application, or other Services contain links to outside services and resources, we do not control the availability and content of those outside services and resources. Any concerns regarding any such service or resource, or any link thereto, should be directed to that particular service or resource.
Furthermore, except as expressly permitted in these Terms of Use, you may not:
You agree to fully cooperate with us to investigate any suspected or actual activity that is in breach of these Terms of Use.
You understand and agree that your use of the Services and/or Service Content while operating a motor vehicle (or during any other activity that requires your attention) may be distracting, dangerous, or prohibited by law. You are solely responsible for your exercising good judgment, acting in a safe and responsible manner, and obeying all laws and regulations at all times. You understand that failing to pay full attention in the operation of a vehicle or in other activities may cause an accident, damage, injury, death, or other serious consequences. You assume sole responsibility for your use of the Services and Service Content.
In order to access or use some features of our Services, you may have to become a registered user. If you are under the age of seventeen (17), then you are not permitted to register as a user, sign up for any promotional messages, or otherwise provide us any personal information.
If you become a registered user, you will provide true, accurate and complete registration information and, if such information changes, you will promptly update the relevant registration information. During registration, you may create a username and password (a "Account"). You are solely responsible for safeguarding and maintaining the confidentiality of your Account. You are solely responsible for the activity that occurs under your Account, whether or not you have authorized the activity. You agree to contact us by email at support@gutfeelings.app immediately, if you become aware of any breach of security or unauthorized use of your Account.
Our Services may include sending you promotional e-mails/newsletters and/or text/SMS messages. These are typically recurring message programs that, upon registration, results in messages being automatically sent to you until you unsubscribe via any of our disclosed methods. To receive any these communications from us, you will be required to register and provide certain information about you (e.g., full name, street address, e-mail address, mobile number, etc.). Our use of the information you provide is governed by our Privacy Policy and Consumer Health Data Privacy Policy, as applicable.
Emails/Newsletters. You may opt-out of receiving our e-mails/newsletters as set forth in our Privacy Policy, or by using the options included in the communication we send you (e.g., using the "Unsubscribe" feature provided in the footer of our emails).
Text/SMS Messages. In addition to these Terms of Use, the following specific terms apply to our recurring Text/SMS Message Service ("Message Service"):
We may now or in the future permit users to post, upload, transmit through, or otherwise make available through our Services messages, text, illustrations, data, files, images, graphics, photos, comments, sounds, music, videos, information, content, and/or other materials ("User Content"). Subject to the rights and license you grant herein, you retain all right, title and interest in your User Content. We do not guarantee any confidentiality with respect to User Content even if it is not published through our Services. It is solely your responsibility to monitor and protect any intellectual property rights that you may have in your User Content, and we do not accept any responsibility for the same.
You shall not submit any User Content protected by copyright, trademark, patent, trade secret, moral right, or other intellectual property or proprietary right without the express permission of the owner of the respective right. You are solely liable for any damage resulting from your failure to obtain such permission or from any other harm resulting from User Content that you submit.
You represent, warrant, and covenant that you will not submit any User Content that:
For the avoidance of doubt, any conduct by a user that in our sole discretion restricts or inhibits any other user from using or enjoying our Services will not be permitted.
By submitting User Content to us, simultaneously with such posting you automatically grant, represent, or warrant that the owner has expressly granted to us a worldwide, royalty-free, perpetual, irrevocable, non-exclusive, fully sublicensable, and transferable right and license to use, reproduce, distribute, create derivative works based upon (including, without limitation, translations), publicly display, publicly perform, transmit, and publish the User Content (in whole or in part) as we, in our sole discretion, deem appropriate including, without limitation, (i) in connection with our business; and (ii) in connection with the businesses of our affiliates, licensees, assignees, successors, parents, subsidiaries, and their related companies. We may exercise this grant in any format, media or technology now known or later developed for the full term of any copyright that may exist in such User Content. Furthermore, you also grant other users permission to access your User Content and to use, reproduce, distribute, create derivative works based upon, publicly display, publicly perform, transmit, and publish your User Content for personal, non-commercial use as permitted by the functionality of our Services and these Terms of Use. Notwithstanding the foregoing, you waive any and all claims you (or any copyright holder) may now or later have in any jurisdiction to so-called "moral rights" or rights of "droit moral" with respect to the User Content.
By submitting User Content, you also grant us the worldwide, perpetual, irrevocable, fully sublicensable, and transferable right, but not the obligation, to use any and all names, identities, titles, likenesses, distinctive appearances, physical likenesses, images, portraits, pictures, photographs (whether still or moving), screen personas, voices, vocal styles, statements, gestures, mannerisms, personalities, performance characteristics, biographical data, signatures, and any other indicia or imitations of identity or likeness listed, provided, referenced, or otherwise contained in the User Content (all attributes, collectively, per person, a "Persona"), including, without limitation, your name and geographical location (e.g., "Leena P. – Wyoming, OH"), for purposes of advertising and trade, in any format, medium, or technology now known or later developed without further notice, approval, or compensation, unless prohibited by law. Our uses of your Persona will be consistent with the terms of our Privacy Policy, where it is applicable.
We do not accept or consider, directly or through any employee or agent, unsolicited ideas of any kind, including without limitation, creative content, ideas, or suggestions relating to new or improved products, enhancements, names or technologies, advertising, and marketing campaigns, plans or other promotions. Do not send us (or any of our employees) any unsolicited ideas, suggestions, material, images, or other work in any form ("Unsolicited Materials"). If you send us Unsolicited Materials, you understand and agree that the following terms will apply, notwithstanding any cover letter or other terms that accompany them:
Notwithstanding the generality of the foregoing, we reserve the right to display advertisements in connection with your User Content and to use your User Content for advertising, marketing, promotional, and other commercial purposes. You acknowledge and agree that your User Content may be included on the websites and advertising networks of our distribution partners, marketing partners, accounts, and third-party service providers (including their downstream users).
We have the right, but not the obligation, to monitor User Content. We have the right in our sole discretion and for any reason whatsoever to edit, refuse to post, remove, or disable access to any User Content.
We provide our Services including, without limitation, Service Content for personal, educational, entertainment and/or promotional purposes only. You may not rely on any information and opinions expressed through any of our Services for any other purpose. In all instances, it is your responsibility to evaluate the accuracy, timeliness, completeness, or usefulness of any Service Content. Under no circumstances will we be liable for any loss or damage caused by your reliance on any Service Content.
Any health related Service Content available is not intended to be a substitute for professional medical advice. ANY SUCH STATEMENTS ABOUT OUR PRODUCTS HAVE NOT BEEN EVALUATED BY ANY MEDICAL BODY, THE FOOD AND DRUG ADMINISTRATION, OR ANY OTHER GOVERNMENT ENTITY. NEITHER OUR SERVICES NOR PRODUCTS ARE INTENDED TO DIAGNOSE, TREAT, CURE, OR PREVENT ANY ILLNESS OR DISEASE. WE PROVIDE THIS INFORMATION FOR EDUCATIONAL PURPOSES ONLY. IT IS SOLELY YOUR RESPONSIBILITY TO CONSULT YOUR PHYSICIAN BEFORE ACTING ON ANY SUCH INFORMATION, ESPECIALLY IF YOU ARE PREGNANT, NURSING, IMMUNE SYSTEM OR RESPIRATORY SYSTEM COMPROMISED, OR TAKING MEDICATION. Gut Feelings does not warrant the validity of any such health related statements found on or through our Services. All such information is general in nature and may be helpful to some persons but not others, depending upon their personal needs. You should always consult with your physician and should never disregard professional medical advice, or delay in seeking it, because of something you have read on or through our Services.
If you think you may have a medical emergency, call your doctor or 911 immediately.
IF YOU HAVE ANY EXISTING MEDICAL CONDITIONS, YOU MUST CONSULT WITH YOUR HEALTHCARE PROVIDER BEFORE USING THE SERVICES OR ANY SERVICE CONTENT. CONTINUED USE WITHOUT THE RECOMMENDATION OF A HEALTHCARE PROVIDER MAY RESULT IN NEGATIVE HEALTH IMPACTS. IF YOUR HEALTHCARE PROVIDER ADVISES AGAINST USING THESE SERVICES, YOU MUST IMMEDIATELY DISCONTINUE USE. IGNORING THIS ADVICE COULD WORSEN YOUR HEALTH CONDITION, LEAD TO SERIOUS HEALTH ISSUES, AND POTENTIALLY RESULT IN DEATH.
The Service Content relies on publicly available information from the USDA FoodData Central (fdc.nal.usda.gov). Gut Feelings does not guarantee the accuracy of such information and does not commit to updating the Services in response to any changes to the information.
In many instances, Service Content will include content posted by a third-party or will represent the opinions and judgments of a third-party. We do not endorse, warrant and are not responsible for the accuracy, timeliness, completeness, or reliability of any opinion, advice, or statement offered through our Services by anyone other than our authorized employees or spokespersons while acting in their official capacities.
Our Services may link or contain links to other websites maintained by third parties. We do not operate or control, in any respect, or necessarily endorse the content found on these third-party websites. You assume sole responsibility for your use of third-party links. We are not responsible for any content posted on third-party websites or liable to you for any loss or damage of any sort incurred as a result of your dealings with any third-party or their website.
You agree to defend, indemnify, and hold harmless Gut Feelings, our officers, directors, employees, parents, partners, successors, agents, distribution partners, affiliates, subsidiaries, and their related companies (collectively, the "Gut Feelings Parties") from and against any and all claims, liabilities, losses, damages, obligations, costs and expenses (including reasonable attorneys' fees and costs) arising out of, related to, or that may arise in connection with: (i) your use of our Services; (ii) User Content provided by you or through use of your Account; (iii) any actual or alleged violation or breach by you of these Terms of Use; (iv) any actual or alleged breach of any representation, warranty, or covenant that you have made to us; or (v) your acts or omissions. You agree to cooperate fully with us in the defense of any claim that is the subject of your obligations hereunder.
If you are using our Website on behalf of a business, that business accepts these terms. It will hold harmless, defend, and indemnify the Gut Feelings Parties from any claim, suit or action arising from or related to the use of the Website or violation of these terms, including any liability or expense arising from claims, losses, damages, suits, judgments, litigation costs and attorney's fees.
YOU EXPRESSLY AGREE THAT USE OF OUR SERVICES IS AT YOUR SOLE RISK. OUR SERVICES AND SERVICE CONTENT (INCLUDING SOFTWARE AND ANY ARTIFICIAL INTELLIGENCE OUTPUTS) ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE GUT FEELINGS PARTIES DISCLAIM ANY AND ALL WARRANTIES INCLUDING ANY: (i) WARRANTIES THAT OUR SERVICES WILL MEET YOUR REQUIREMENTS; (ii) WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, SECURITY, USEFULNESS, TIMELINESS, OR INFORMATION CONTENT OF OUR SERVICES OR SERVICE CONTENT; (iii) WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE; (iv) WARRANTIES FOR SERVICES OR GOODS RECEIVED, ADVERTISED, OR ACCESSED THROUGH OUR SERVICES; (v) WARRANTIES CONCERNING THE ACCURACY OR RELIABILITY OF THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OUR SERVICES; (vi) WARRANTIES THAT YOUR USE OF OUR SERVICES WILL BE SECURE OR UNINTERRUPTED; AND (vii) WARRANTIES THAT ERRORS IN OUR SERVICES OR SERVICE CONTENT (INCLUDING SOFTWARE) WILL BE CORRECTED.
UNDER NO CIRCUMSTANCES SHALL ANY OF THE GUT FEELINGS PARTIES BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF, RELATING TO, OR IN ANY WAY CONNECTED WITH OUR SERVICES OR THESE TERMS OF USE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH OUR SERVICES INCLUDING, WITHOUT LIMITATION, SERVICE CONTENT IS TO STOP USING OUR SERVICES. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF GOODS RECEIVED OR ADVERTISED IN CONNECTION WITH OUR SERVICES OR ANY LINKS PLACED IN OUR SERVICES. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY CONTENT POSTED BY A THIRD-PARTY OR CONDUCT OF A THIRD-PARTY USING OUR SERVICES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL THE CUMULATIVE LIABILITY OF ALL THE GUT FEELINGS PARTIES EXCEED THE LESSER OF THE TOTAL PAYMENTS RECEIVED FROM YOU BY US DURING THE PRECEDING TWELVE (12) MONTH PERIOD OR $100. FURTHERMORE, YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF, RELATING TO, OR IN ANY WAY CONNECTED WITH ANY OF OUR SERVICES OR THESE TERMS OF USE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.
These limitations shall apply to the fullest extent permitted by law. In some jurisdictions limitations of liability are not permitted; in such jurisdictions, some of the foregoing limitations may not apply to you.
We reserve the right in our sole discretion and at any time to terminate or suspend your Account and/or block your use of our Services for any reason or no reason including, without limitation if you have failed to comply with the letter and spirit of these Terms of Use. You agree that we are not liable to you or any third party for any termination or suspension of your Account or for blocking your use of our Services.
Any suspension or termination shall not affect your obligations to us under these Terms of Use. The provisions of these Terms of Use (which by their nature should survive the suspension or termination of your Account or these Terms of Use) shall survive including, but not limited to the rights and licenses that you have granted hereunder, indemnities, releases, disclaimers, limitations on liability, provisions related to choice of law, and all of the provisions under "Miscellaneous."
(A) We respect the intellectual property rights of others and expect users to do the same. In appropriate circumstances and at our sole discretion, we may terminate and/or disable the Account of users suspected to be infringing the copyrights (or other intellectual property rights) of others. Additionally, in appropriate circumstances and in our sole discretion, we may remove or disable access to material on any of our Websites or hosted on our systems that may be infringing or the subject of infringing activity.
(B) In accordance with the Digital Millennium Copyright Act of 1998, Title 17 of the United States Code, Section 512 ("DMCA"), we will respond promptly to claims of copyright infringement that are reported to the agent that we have designated to receive notifications of claims infringement (the "Designated Agent"). Our Designated Agent can be reached at:
Email: support@gutfeelings.app
Subject: DMCA Copyright Infringement Notice
(C) If you are a copyright owner (or authorized to act on behalf of the copyright owner) and believe that your work's copyright has been infringed, please report your notice of infringement to us by emailing our Designated Agent at support@gutfeelings.app with a notification of claimed infringement that includes substantially the following information:
We will investigate notices of copyright infringement and take appropriate actions under the DMCA. Inquiries that do not follow this procedure may not receive a response.
These Terms of Use shall be construed in accordance with the laws of the State of Ohio without regard to its conflict of laws rules. Any legal proceedings against us that may arise out of, relate to, or be in any way connected with our Services or these Terms of Use shall be subject to Mandatory Arbitration as set forth below.
(A) We each agree to first contact each other with any disputes and provide a written description of the problem, all relevant documents/information, and the proposed resolution. You agree to contact us with disputes by emailing us at support@gutfeelings.app with "Legal Department" in the subject line. We will contact you based on the contact information you have provided us.
(B) If after 30 days the parties are unable to resolve any dispute raised under the previous provision, the dispute may only be submitted to binding arbitration consistent with this Section. The parties understand that they would have had a right or opportunity to litigate disputes through a court and to have a judge or jury decide their case, but they instead choose to have any disputes resolved through binding arbitration.
(C) We each agree that any claim or dispute between us, and any claim by either of us against any agent, employee, affiliate, successor, or assign of the other, including, to the full extent permitted by applicable law, third parties who are not signatories to this agreement, whether related to this agreement or otherwise, including past, present, and future claims and disputes, and including any dispute as to the validity or applicability of this arbitration clause, shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") and by means of the AAA's Commercial Arbitration Rules and Mediation Procedures ("AAA's Rules"). The rules and procedures and other information, including information on fees, may be obtained from AAA directly. The arbitration shall take place at a location mutually agreed to by the parties or, if no such agreement is reached, as determined by AAA. Any such arbitration hearing shall be heard by a single arbitrator that is a former judge or a commercial litigator with at least twenty years of experience (the "Arbitrator") in Hamilton County. Expenses of the arbitration, including compensation of the Arbitrator, shall at all times be borne equally by the Parties, and administrative expenses shall be borne in the manner specified in Rule R-55 of AAA's Rules. All issues of arbitrability will be decided exclusively by the Arbitrator. Any award by the Arbitrator may be entered as a judgment in any court having jurisdiction. To the extent any action or proceeding is brought in aid of arbitration, including, without limitation, seeking interim or injunctive relief, such action shall be brought exclusively in the courts of the state of Ohio or if such court does not have jurisdiction, solely in the United States District Court of the Southern District of Ohio.
(D) We are entering into this arbitration agreement in connection with a transaction involving interstate commerce. Accordingly, this arbitration agreement and any proceedings thereunder shall be governed by the Federal Arbitration Act ("FAA"), 9 U.S.C. §§ 1-16. Any award by the arbitrator(s) may be entered as a judgment in any court having jurisdiction.
(E) Either of us may bring qualifying claims in small claims court. Furthermore, as set forth below, we each agree that any arbitration will be solely between you and us, not as part of a classwide claim (i.e., not brought on behalf of or together with another individual's claim). If for any reason any court or arbitrator holds that this restriction is unconscionable or unenforceable, then our agreement to arbitrate does not apply and the classwide dispute must be brought in court.
(F) In lieu of arbitration, you may elect to have your claims decided in small-claims court, so long as the small-claims court does not permit class, representative, or consolidated actions, or the award of relief in favor of any person or entity that is not a named party to the small-claims action.
TO THE FULLEST EXTENT PERMITTED BY LAW, WE EACH WAIVE ANY RIGHT TO PURSUE DISPUTES ON A CLASSWIDE BASIS; THAT IS, EITHER TO JOIN A CLAIM WITH THE CLAIM OF ANY OTHER PERSON OR ENTITY, OR ASSERT A CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANYONE ELSE, IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING. THE ARBITRATOR OR COURT MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF MORE THAN ONE PERSON OR ENTITY, NOR MAY THE ARBITRATOR OR COURT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. ANY RELIEF AWARDED SHALL BE LIMITED TO THE INDIVIDUAL PARTIES TO THE ARBITRATION OR PROCEEDING.
TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING.
We reserve the right in our sole discretion and at any time and for any reason, to modify or discontinue any aspect or feature of our Services or to modify these Terms of Use. In addition, we reserve the right to provide you with operating rules or additional terms that may govern your use of our Services generally, unique aspects of our Services, or both ("Additional Terms"). Any Additional Terms that we may provide to you will be incorporated by reference into these Terms of Use. To the extent any Additional Terms conflict with these Terms of Use, the Additional Terms will control.
Modifications to these Terms of Use or Additional Terms will be effective immediately upon posting on the Website. It is your responsibility to review the Terms of Use from time to time for any changes or Additional Terms. Your access and use of our Services following any modification of these Terms of Use, or the provision of Additional Terms will signify your assent to and acceptance of the same. If you object to any subsequent revision to the Terms of Use or to any Additional Terms, immediately discontinue use of our Services and, if applicable, terminate your Account.
No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import.
Except where specifically stated otherwise, if any part of these Terms of Use is unlawful or unenforceable for any reason, we both agree that only that part of the Terms of Use shall be stricken and that the remaining terms in the Terms of Use shall not be affected. So, for example, if a provision in these terms is found to be unenforceable, we agree an arbitrator (or, if permitted, a court) shall only strike that provision and that the remaining terms of these Terms of Use shall remain in full force and effect.
Where we have provided you with a translation of the English language version of these Terms of Use, our Privacy Policy, or Additional Terms, you agree that the translation is provided for your convenience only and that the English version governs your relationship with us. The English language version takes precedence if there is any contradiction between the English and translated versions.
These Terms of Use (including the Privacy Policy and any Additional Terms incorporated by reference) constitute the entire agreement of the parties with respect to the subject matter hereof and supersede all previous written or oral agreements between us with respect to such subject matter.
You may not assign these Terms of Use or assign any rights or delegate any obligations hereunder, in whole or in part, without our prior written consent. Any such purported assignment or delegation by you without the appropriate prior written consent will be null and void and of no force and effect. We may assign these Terms of Use or any rights hereunder without your consent and without notice.