Terms of Service
Last Updated: July 20, 2023
1. Agreement to Terms. By using our Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use the Services. If you are accessing and using the Services on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. In that case, “you” and “your” will refer to that entity.
3. Changes to these Terms or the Services. We may update the Terms from time to time in our sole discretion. If we do, we’ll let you know by posting the updated Terms on the Platform, to the App and/or may also send other communications. It’s important that you review the Terms whenever we update them. If you continue to use the Services after we have posted updated Terms it means that you accept and agree to the changes. If you don’t agree to be bound by the changes, you may not use the Services anymore. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
4. Who May Use the Services? You may use the Services only if you are at least 16 years of age (or such other minimum age at which you can provide consent to data processing under the laws of your territory), and not otherwise barred from using the Services under applicable law.
5. Accounts and Linking.
(a) TubeBuddy Account. For certain features of the Services you’ll need an account (“Account”). It’s important that you provide us with accurate, complete and current account information and keep this information up to date. If you don’t, we might have to suspend or terminate your Account. To protect your Account, keep the account details and password confidential, and notify us right away of any unauthorized use. You’re responsible for all activities that occur under your Account.
All such content available on your Third-Party Social Media Accounts will be considered User Content as defined in Section 10(a) of these Terms. Please note that if a Third-Party Social Media Account becomes unavailable or is no longer available to the public, for example if your Third-Party Social Media Account is set to “private” or “restricted” mode, then the content that was available from such Third-Party Social Media Account may no longer be utilized by the Services. You have the ability to disable the connection between your Account and your Third-Party Social Media Accounts, at any time, via the functionality of the Services.
(i) YouTube API. Please note that certain features and functionalities of the Services utilize the YouTube API. By accessing and using the Services, you agree to be bound by the YouTube Terms of Service.
(d) Links to Other Third–Party Websites or Resources. Without limiting the foregoing, the Services (including the App) may allow you to access other third-party websites or other resources. BENlabsprovide access only as a convenience and is not responsible for the content, products or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party resources.
6. Terms Specific to Certain Features. Once you link your Third-Party Social Media Accounts to the Services, you will have access to the AI-powered content creation, content strategy, engagement visualization, and analytics toolbox available via the Services. These features include, without limitation:
(a) Insights, Analysis, and Engagement Recommendations. The Services will provide: (1) analytics based on statistics, numerical data, and other information you share with the Services or otherwise authorize the Services to collect, (2) suggestions for related content, creators, or other inspiration for your consideration based on your activity on the Services (including without limitation pinning or labeling content you link to the Services), and (3) recommendations, suggestions, and directional guidance to increase the engagement with viewers (collectively, “Analytics and Recommendations”). In order to provide the Analytics and Recommendations, BENlabs utilizes API services of third parties including but not limited to APIs of the Third-Party Social Media Sites as set forth in Section 5(c) (“Third-Party Social Media Site APIs”) of these Terms. You may disable the connection between your Account and your Third-Party Social Media Accounts, at any time, via the functionality of the Services. You acknowledge that by doing so, the Analytics and Engagement Recommendations features may no longer function as intended.
(b) TubeBuddy Materials. Certain features of the Services utilize generative artificial intelligence, including without limitation via a third-party generative artificial intelligence API, to generate Analytics and Recommendations and other materials provided to you by the Services (collectively, “TubeBuddyMaterials”). The TubeBuddy Materials can be based on a prompt you directly provide to the Services(a “Prompt”) or may be based on your actions (including without limitation pinning or labeling content you link to the Services) and your other usage patterns that are collected by the Services in connection with your use of the Services. Although such TubeBuddy Materials will endeavor to implement the specifications of your Prompt or provide certain Analytics and Recommendations to you, given the experimental nature of generative artificial intelligence, such TubeBuddy Materials may not meet the requirements of your Prompt or may otherwise be inaccurate or otherwise unsuitable for your specific use case. You should evaluate the accuracy, suitability, and appropriateness of any TubeBuddyMaterials provided by the Services to you as appropriate for your use case, and you will remain solely responsible for and assume all risk in connection with your use of such TubeBuddy Materials. Your use of all TubeBuddy Materials is governed by Section 10(f) of these Terms.
7. Collaboration Introductions.
(a) From time to time, and provided that you have opted into such feature, the Services may identify other creators (including corporate entities) with similar interests, similar targeted audiences, or other similarities, and offer to connect you with such creator for collaboration and mutual content creation(each, a “Introduction“). You will be notified via the Services of any Introduction by BENlabs. If both you and the other creator accept such Introduction, then BENlabs may establish a shared workspace, accessible by both you and the other creator, to facilitate collaboration. You acknowledge and agree that such facilitation may be subject to additional terms and conditions, including BENlabs’ policies, procedures, and other applicable guidelines.
(b) The Services are intended to foster a collaborative community environment and encourage interactions between creators. Notwithstanding the foregoing, you are not obligated to accept any Introduction from BENlabs or engage with any other user or individual on the Services for collaboration and may, at your discretion, decline for any reason.
(c) You acknowledge that BENlabs merely facilitate your interactions with other creators using the Services, and BENlabs is not acting as an agent in any capacity for any such creators and make no representations or warranties about the creators, including the suitability of the creator for a collaboration as suggested in the Introduction. You are solely responsible for evaluating and assessing the suitability of any creator you interact and collaborate with, and assume all risk in connection with,your interaction with third parties, whether suggested by an Introduction or otherwise.
(d) We want to create a community built on vibrant creativity, collaboration, trust, and respect. When collaborating with other users, all forms of harassment, abuse, bullying, discrimination, sexual impropriety, incitement, deception, and excessive vulgarity are prohibited, and you agree that you will comply with all of BENlabs’ policies, procedures, and other guidelines (including without limitationSection 12(a) of these Terms) in connection with your interactions with other users.
8. Feedback. We appreciate feedback, comments, ideas, proposals and suggestions for improvements to the Services (“Feedback”). If you choose to submit Feedback, you agree that we are free to use it without any restriction or compensation to you.
9. One-Time Payments and Subscriptions. BENlabs requires payment of a fee for use of the Services (or certain portions thereof), and you agree to pay such fees. You have the option of making a one-time payment (“One-Time Payment”) or purchasing a subscription (“Subscription”) for such use.
(a) General. Whether you make a One-Time Payment or purchase a Subscription (each, a “Transaction”), you expressly authorize us (or our third-party payment processor) to charge you for such Transaction. We may ask you to supply additional information relevant to your Transaction, including your credit card number, the expiration date of your credit card and your email and postal addresses for billing and notification (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. When you initiate a Transaction, you authorize us to provide your Payment Information to third parties so we can complete your Transaction and to charge your payment method for the type of Transaction you have selected (plus any applicable taxes and other charges). You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information). By initiating a Transaction, you agree to the pricing, payment and billing policies applicable to such fees and charges, as posted or otherwise communicated to you. All payments for Transactions are non-refundable and non-transferable except as expressly provided in these Terms. All fees and applicable taxes, if any, are payable in United States dollars.
(b) Subscriptions. If you purchase a Subscription, you will be charged the Subscription fee, plus any applicable taxes, and other charges (“Subscription Fee”), at the beginning of your Subscription and each period thereafter, at the then-current Subscription Fee. BY PURCHASING A SUBSCRIPTION, YOU AUTHORIZE BENLABS TO INITIATE RECURRING NON-REFUNDABLE PAYMENTS AS SET FORTH BELOW. If you purchase a Subscription, we (or our third-party payment processor) will automatically charge you each year on the anniversary of the commencement of your Subscription, using the Payment Information you have provided until you cancel your Subscription. In accordance with (and to the extent required by) applicable law, BENlabs will send you a reminder with the then-current Subscription Fee prior to the automatic renewal of your Subscription. By agreeing to these Terms and electing to purchase a Subscription, you acknowledge that your Subscription has recurring payment features and you accept responsibility for all recurring payment obligations prior to cancellation of your Subscription by you or BENlabs. Your Subscription continues until cancelled by you or we terminate your access to or use of the Services or Subscription in accordance with these Terms.
(c) Cancelling One-Time Payment or Subscription. All sales are final. BENlabs may consider refund requests on a case-by-case basis, and decisions on whether to grant a refund request are in the sole discretion of BENlabs. EXCEPT AS SET FORTH HEREIN, YOUR PURCHASE IS FINAL AND YOU WILL NOT BE ABLE TO CANCEL THE PURCHASE AND/OR RECEIVE A REFUND OF YOUR ONE-TIME PAYMENT OR SUBSCRIPTION FEE AT ANY TIME. We reserve the right to cancel your Transaction for any reason; if we cancel your Transaction because of an error or issue on our end, we’ll refund, on a prorated basis, any payment you have already remitted to us for such Transaction. Without limiting the foregoing, you may cancel your Subscription at any time, but please note that such cancellation will be effective at the end of the then-current Subscription period. EXCEPT AS SET FORTH ABOVE WITH RESPECT TO YOUR INITIAL SUBSCRIPTION PURCHASE, YOU WILL NOT RECEIVE A REFUND OF ANY PORTION OF THE SUBSCRIPTION FEE PAID FOR THE THEN CURRENT SUBSCRIPTION PERIOD AT THE TIME OF CANCELLATION. You may cancel your Subscription via the functionality of the Services. You will be responsible for all Subscription Fees (plus any applicable taxes and other charges) incurred for the then-current Subscription period. If you cancel, your right to use the Services will continue until the end of your then current Subscription period and will then terminate without further charges.
(a) Your User Content. Our Services may allow you to upload, store, save, link, import, or share content such as text (in posts or communications with others), files, documents, graphics, images, music, audioand video. Anything (other than Feedback) that you post or otherwise make available through the Services is referred to as “User Content”. For clarity, User Content includes all of your content, data, and other information ingested by the Services in connection with your linking of any Third-Party Social Media Accounts, any Prompts you provide to the Services, and any TubeBuddy Materials you generate via the functionality of the Services. BENlabs does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to your User Content.
(b) Permissions to Your User Content. By making any User Content available through the Services you hereby grant to BENlabs a non-exclusive, perpetual, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your User Content in connection with promoting, marketing, operating, providing, and improving (including for training, optimizing, and developing) the Services and BENlabs’ other products and services.
FOR CLARITY, YOU AGREE THAT THE LICENSE GRANTED TO BENLABS IN THIS SECTION 10(B) INCLUDES THE RIGHT FOR BENLABS TO USE YOUR USER CONTENT, INCLUDING YOUR NAME, LOGO(S), OR OTHER IDENTIFYING INFORMATION OR IMAGE, IN MARKETING MATERIALS, CASE STUDIES, TESTIMONIALS, EXAMPLES, AND TO SHOWCASE YOUR USE OF OUR SERVICES IN GENERAL.
(c) Your Responsibility for User Content. You are solely responsible for all your User Content. You represent and warrant that you have (and will have) all rights that are necessary to grant us the license rights in your User Content under these Terms. You represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by BENlabs on or through the Services will infringe, misappropriateor violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
(d) Removal of User Content. You can remove your User Content by specifically deleting it. You should know that in certain instances, some of your User Content (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on the Services. To the maximum extent permitted by law, we are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
(e) TubeBuddy Materials. As between you and BENlabs, you retain all right, title and interest in and to the TubeBuddy Materials, including any text, images or audio, generated by the Services. To the maximum extent permitted by applicable law, BENlabs hereby assigns to you all its right, title and interest in and to the TubeBuddy Materials. You acknowledge and agree that (1) such TubeBuddyMaterials will constitute User Content and will be licensed to BENlabs as set forth in Section 10(b) above, and (2) the TubeBuddy Materials may not be unique, and the Services may generate the same or similar output for other users of the Services utilizing the generative artificial intelligence features. Accordingly, to the fullest extent permitted by applicable law, you hereby waive and agree never to assert against BENlabs any and all rights that you may have in or with respect to any TubeBuddyMaterials, during and after the term of this Agreement. For clarity, the foregoing assignment does not apply to, and BENlabs retains all right, title, and interest in and to, any tools, services, and/or content that BENlabs may provide or otherwise make available to you that are not TubeBuddy Materials.
(f) Aggregate Data. You acknowledge that in connection with providing the Services to you, BENlabs may collect, compile, assemble, and/or organize aggregated and/or de-identified information based on your User Content and your access to and use of the Services, provided that such information cannot reasonably be used to identify you or any data subject to which such data relates (“Aggregate Data”). As between the parties, BENlabs owns all right, title, and interest in and to the Aggregate Data, and you acknowledge that BENlabs may use Aggregate Data for its lawful business purposes, including without limitation for machine learning, modeling, benchmarking, and improving the Services and BENlabs’ other products and services.
(g) BENlabs’ Intellectual Property. We may make available through the Services content that is subject to intellectual property rights. We, or the applicable owner of such content, retain all rights to that content.
11. Rights and Terms for Apps.
(a) App License. If and for as long as you comply with these Terms, BENlabs grants to you a limited non-exclusive, non-transferable license, with no right to sublicense, to download and install the App on your personal computers, mobile handsets, tablets, wearable devices, and/or other devices and to run the App solely for your own personal non-commercial purposes. Except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the App to any third party; (iii) reverse engineer, decompile or disassemble the App (unless applicable law permits, despite this limitation); or (iv) make the functionality of the App available to multiple users through any means.
(b) Additional Information: Apple App Store. This Section 11(b) applies to any App that you acquire from the Apple App Store or use on an iOS device. Apple has no obligation to furnish any maintenance and support services with respect to the App. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the App purchase price to you (if applicable) and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. Apple is not responsible for addressing any claims by you or any third party relating to the App or your possession and use of it, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the App infringe that third party’s intellectual property rights. Apple and its subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of the Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You must also comply with any applicable third-party terms of service when using the App.
(a) Post, upload, publish, submit, import, or transmit any User Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances;
(b) Use the generative artificial intelligence features or any TubeBuddy Materials in a manner that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable national, federal, state, local or international law or regulation or would give rise to civil liability; (iii) generates or disseminates fraudulent, verifiably false, misleading or deceptive information and/or content with the purpose of harming others; (iv) is defamatory, disparaging, harassing, threatening, obscene, pornographic, vulgar or offensive; (v) is intended to or has the effect of discriminating against or harming individuals or groups based on online or offline social behavior, known or predicted personal or personality characteristics, or legally protected characteristics or categories; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; (vii) is for the purpose of exploiting, harming or attempting to exploit or harm minors in any way; (viii) exploits any of the vulnerabilities of a specific group of persons based on their age, social, physical or mental characteristics, in order to materially distort the behavior of a person pertaining to that group in a manner that causes or is likely to cause that person or another person physical or psychological harm; (ix) promotes illegal or harmful activities or substances; (x) generates or disseminates personal identifiable information that can be used to harm an individual; (xi) is for fully automated decision making that adversely impacts an individual’s legal rights or otherwise creates or modifies a binding, enforceable obligation; (xii) provides medical advice, medical results interpretation, financial advice or legal advice or opinion; (xiii) generates campaign materials in high volumes or (xiv) generates or disseminates information to be used for administration of justice, law enforcement, immigration or asylum processes, such as predicting an individual will commit fraud/crime (e.g., by text profiling, drawing causal relationships between assertions made in documents, or indiscriminate and arbitrarily targeted use);
(c) During the term of these Terms and afterward, not take any action or make any statement that disparages or denigrates BENlabs, the Services, or BENlabs’ other products or services, or otherwise injure the reputation of the foregoing;
(d) Use, display, mirror or frame the Services or any individual element within the Services, BENlabs’name, any BENlabs trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without BENlabs’ express written consent;
(e) Distribute, sell, transfer, sublicense, lease, lend or rent the Services to any third party, or otherwise make the functionality of the Services available to multiple users through any means; (unless applicable law permits, despite this limitation);
(f) Make or seek to make any tool, application, website, product, or service that is competitive to the App, the Platform, the Services, and/or any component of any of the foregoing;
(g) Access, tamper with, or use non-public areas of the Services, BENlabs’ computer systems, or the technical delivery systems of BENlabs’ providers;
(h) Attempt to probe, scan or test the vulnerability of any BENlabs system or network or breach any security or authentication measures;
(i) Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by BENlabs or any of BENlabs’ providers or any other third party (including another user) to protect the Services;
(j) Attempt to access or search the Services or download content from the Services using any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by BENlabs or other generally available third-party web browsers;
(k) Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
(l) Use any meta tags or other hidden text or metadata utilizing a BENlabs trademark, logo URL or product name without BENlabs’ express written consent;
(m) Use the Services, or any portion thereof, for the benefit of any third party or in any manner not permitted by these Terms;
(n) Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information;
(o) Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
(p) Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
(q) Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
(r) Impersonate or misrepresent your affiliation with any person or entity;
(s) Violate any applicable law, regulation, or commitment you may have with a third party (including without limitation using features of BENlabs’ Services on third party resources that expressly permit the usage of such features); or
(t) Encourage or enable any other individual to do any of the foregoing.
BENlabs is not obligated to monitor access to or use of the Services or to review or edit any content. However, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any content, including User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider it objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
13. DMCA/Copyright Policy. BENlabs respects copyright law and expects its users to do the same. It is BENlabs’ policy to terminate in appropriate circumstances account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see BENlabs’ Copyright Policy at [insert link], for further information.
14. Termination. We may suspend or terminate your access to and use of the Services, including suspending access to or terminating your account, at our sole discretion, at any time and without notice to you. You may cancel your account at any time via the functionality of the Services. Upon any termination, discontinuation or cancellation of the Services or your account, the following Sections will survive: 9(a), 9(b), 9(c) (only for payments due and owing to BENlabs prior to the termination), 10(b), 10(e), 10(f), 10(g), 12, 14, 15, 16, 17, 18and 19.
15. Warranty Disclaimers. THE SERVICES AND ALL COMPONENTS THEREOF (INCLUDING WITHOUT LIMITATION THE ANALYTICS AND RECOMMENDATIONS, TUBEBUDDY MATERIALS, INTRODUCTIONS, CONTENT IMPORTED TO THE SERVICES VIA AN API SERVICE, AND ALL OTHER INFORMATION OR MATERIALS PROVIDED TO YOU VIA THE SERVICES) ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WE MAKE NO WARRANTY THAT THE SERVICES, ANALYTICS AND RECOMMENDATIONS, TUBEBUDDY MATERIALS, AND INTRODUCTIONS WILL MEET YOUR REQUIREMENTS, IMPROVE THE PERFORMANCE OF YOUR USER CONTENT, OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO REPRESENTATIONS, WARRANTIES, OR GUARANTEES REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OR CONTENT ON THE SERVICES, INCLUDING WITHOUT LIMITATION WHETHER ANY ANALYTICS AND RECOMMENDATIONS PROVIDED BY THE FUNCTIONALITY OF THE SERVICES WILL RESULT IN ANY SPECIFIC OUTCOME, RESULT, IMPRESSIONS, OR REVENUE OR BENEFIT OF ANY KIND.
YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES USE EXPERIMENTAL TECHNOLOGY LIKE GENERATIVE ARTIFICIAL INTELLIGENCE AND MACHINE LEARNING ALGORITHMS, AND MAY SOMETIMES PROVIDE INACCURATE OR OFFENSIVE CONTENT THAT DOESN’T REPRESENT OUR VIEWS. ACCORDINGLY, WE DO NOT MAKE ANY WARRANTIES REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF THE TUBEBUDDY MATERIALS, INCLUDING ANY INFORMATION OR CONTENT THEREIN. YOU FURTHER ACKNOWLEDGE THAT THE TUBEBUDDY MATERIALS ARE GENERATED BY GENERATIVE ARTIFICIAL INTELLIGENCE TOOLS AND MAY NOT BE PROTECTABLE UNDER APPLICABLE INTELLECTUAL PROPERTY LAWS, AND BENLABS HEREBY DISCLAIMS ANY REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE OWNERSHIP OR PROTECTABILITY OF, OR APPLICABILITY OF INTELLECTUAL PROPERTY RIGHTS TO, SUCH TUBEBUDDYMATERIALS. YOUR USE AND RELIANCE OF THE TUBEBUDDY MATERIALS IS AT YOUR OWN RISK, AND BENLABS IS NOT LIABLE FOR ANY LOSS OR DAMAGES ARISING FROM THE USE OF OR RELIANCE ON THE TUBEBUDDY MATERIALS. DO NOT RELY ON THE SERVICES OR ANY CONTENT PROVIDED VIA THE FUNCTIONALITY OF THE SERVICESFOR PROFESSIONAL ADVICE. ANY CONTENT REGARDING THOSE TOPICS IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND IS NOT A SUBSTITUTE FOR ADVICE FROM A QUALIFIED PROFESSIONAL.
IN ADDITION AND WITHOUT LIMITING THE FOREGOING, WE MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, REGARDING THE SUITABILITY OF ANY CREATORS THAT ARE INTRODUCED TO YOU VIA INTRODUCTIONS. WE DO NOT HAVE CONTROL OVER AND PROVIDE NO ENDORSEMENT, CERTIFICATION OR GUARANTEE ABOUT ANY CREATOR OR INTRODUCTION, INCLUDING THE CONDUCT OF ANY CREATOR OR WHETHER THE CREATOR IS SUITABLE FOR YOUR COLLABORATION PURPOSES. YOU SHOULD ALWAYS EXERCISE DUE DILIGENCE AND CARE WHEN DECIDING WHETHER TO COMMUNICATE AND INTERACT WITH OTHER CREATORS, WHETHER ONLINE OR IN PERSON.
16. Indemnity. You will indemnify and hold BENlabs and its officers, directors, employees and agents, harmless from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (a) your access to or use of the Services, (b) your User Content, or (c) your violation of these Terms.
(a) TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER BENLABS NOR ITS SERVICE PROVIDERS INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT BENLABS OR ITS SERVICE PROVIDERS HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
(b) TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL BENLABS’ TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID OR ARE PAYABLE BY YOU TO BENLABS FOR USE OF THE SERVICES OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO BENLABS, AS APPLICABLE.
(c) THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN BENLABS AND YOU.
18. Governing Law and Dispute Resolution. These Terms and any action related thereto will be governed by the laws of the State of California, without regard to its conflict of laws provisions. Any dispute which arises out of, relates to or concerns this Agreement will be resolved confidential arbitration before an arbitrator pursuant to the rules of JAMS Streamlined (for claims under $250,000) or the JAMS Comprehensive Arbitration Rules and Procedures (for claims over $250,000), conducted with a single arbitrator, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. All arbitration hearings shall be conducted in Los Angeles, California. Each party will bear its own costs, fees, and expenses associated with any arbitration, except that the parties agree to split equally the costs and expenses of the arbitrator or panel and the conduct of the arbitration itself.
(a) Entire Agreement. These Terms constitute the entire and exclusive understanding and agreement between BENlabs and you regarding the Services, and these Terms supersede and replace all prior oral or written understandings or agreements between BENlabs and you regarding the Services. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without BENlabs’ prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. BENlabs may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
(b) Notices. Any notices or other communications provided by BENlabs under these Terms will be given: (i) via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.
(c) Waiver of Rights. BENlabs’ failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of BENlabs. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
20. Contact Information. If you have any questions about these Terms or the Services, please contact BENlabsat firstname.lastname@example.org.