Last updated: April 14, 2024
Welcome, and thank you for your interest in Rewind AI, Inc., DBA Limitless AI (“Rewind,” “Limitless” “we,” “our”, or “us”) and our websites at https://rewind.ai and https://limitless.ai, along with our related websites, hosted applications, macOS and Windows applications or other downloadable applications, and other services provided by us (collectively, the “Service”). These Terms of Service are a legally binding contract between you and Limitless regarding your use of the Service.
PLEASE READ THE FOLLOWING TERMS CAREFULLY:
BY SIGNING UP OR REGISTERING WITH LIMITLESS OR FOR ANY SERVICE, OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICE, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING OUR PRIVACY POLICY (TOGETHER, THESE “TERMS”). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE, AND YOU SHOULD NOT USE, ANY SERVICE. YOUR USE OF THE SERVICE, AND LIMITLESS’ PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY LIMITLESS AND BY YOU TO BE BOUND BY THESE TERMS.
ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 17, you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND LIMITLESS ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. (See Section 17.)
1. Service Overview.
Limitless provides applications that enable users to manage, search and analyze information and content from their devices and computers including for example e-mails, calendar entries, and meetings.
2. Eligibility.
You must be at least 18 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old; (b) you have not previously been suspended or removed from the Service, and (c) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms, and you agree to be bound by these Terms.
3. Accounts and Registration.
You may sign up for an account with Limitless or for the Service. When you sign up for an account, you may be required to provide us with some information about yourself, such as your email address. You agree that the information you provide to us is accurate and that you will keep it accurate and up to date at all times. You are solely responsible for maintaining the confidentiality of your account and any passwords and user ID’s for your account, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you must immediately notify us at [email protected].
4. General Payment Terms.
Certain features of the Service may require you to pay fees. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All fees are in U.S. Dollars and are non-refundable (except as otherwise provided in Section 13.5).
4.1. Price.
Limitless reserves the right to determine pricing for the Service. Limitless will make reasonable efforts to keep pricing information published on the Service up to date. Limitless may change the fees for any feature of the Service, including additional fees or charges, if Limitless gives you advance notice of changes before they apply. Limitless, at its sole discretion, may make promotional offers with different features and different pricing to any of Limitless’s customers. These promotional offers, unless made to you, will not apply to your offer or these Terms.
4.2 Authorization.
You authorize Limitless to charge all sums for the orders that you make and any level of Service you select as described in these Terms or published by Limitless, including all applicable taxes, to the payment method specified in your account. If you pay any fees with a credit card, then Limitless may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase.
4.3 Subscription Service.
The Service may include certain subscription-based plans with automatically recurring payments for periodic charges (“Subscription Service”). The “Subscription Billing Date” is the date when you purchase your first subscription to the Service. The Subscription Service will begin on the Subscription Billing Date and continue for the subscription period that you select on your account, or if no period is selected or designated, then for a period of one year (such period, the “Initial Subscription Period”) and will automatically renew for immediately successive periods of the same duration as the Initial Subscription Period (the Initial Subscription Period and each such renewal period, each a “Subscription Period) unless you cancel the Subscription Service or we terminate it. If you activate a Subscription Service, then you authorize Limitless or its third-party payment processors to periodically charge, on a going-forward basis and until cancellation of the Subscription Service, all accrued sums on or before the payment due date. Your account will be charged automatically on the Subscription Billing Date and periodically thereafter (in accordance with the billing frequency corresponding to the Subscription Service that you have activated) for all applicable fees and taxes for the next Subscription Period. You must cancel your Subscription Service before it renews in order to avoid billing of the next periodic Subscription Fee to your account. Limitless or its third-party payment processor will bill the periodic Subscription Fee to the payment method associated with your account or you otherwise provide to us. You may cancel the Subscription Service by contacting us at [email protected].
4.4 Delinquent Accounts.
Limitless may suspend or terminate access to the Service, including fee-based portions of the Service, for any account for which any amount is due but unpaid. In addition to the amount due for the Service, a delinquent account will be charged with fees or charges that are incidental to any chargeback or collection of any the unpaid amount, including collection fees.
5. Licenses
5.1 Limited License.
Subject to your complete and ongoing compliance with these Terms, Limitless grants you, solely for your personal, non-commercial use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to: (a) install and use one object code copy of any macOS or Windows application or other downloadable application associated with the Service on a device or computer that you own or control; and (b) access and use the Service.
5.2 License Restrictions.
Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, or publicly perform the Service (or provide third parties with access to the Service, by service bureau or otherwise); (b) make modifications to or derivative works of the Service or reverse engineer or decompile the Service, or attempt to discern any source code or underlying algorithms, methods or processes within the Service; or (c) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, then you may not use it.
5.3 Feedback.
If you choose to provide input or suggestions regarding problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant Limitless an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to use, and exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services.
6. Ownership; Proprietary Rights.
The Service is owned and operated by Limitless. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (“Materials”) provided by Limitless are protected by intellectual property and other laws. You acknowledge that the Service and all Materials are the property of Limitless or the third-party rights owners of such Materials. Except as expressly authorized by Limitless in writing, you may not make use of the Materials. Limitless reserves all rights to the Service and the Materials (to the extent of our rights in the Materials), not granted expressly in these Terms.
7. User Content
7.1 Provision and Collection of User Content.
All data, information, communications, text, files, photographs, graphics, video, messages and other materials or content, uploaded, submitted, posted or otherwise provided by or for you to the Service, or collected from you or your device or computer by the Service (collectively, “User Content”), shall be subject to these Terms as provided herein. You hereby confirm, represent and warrant that (a) you have and will comply with all applicable laws, rules, regulations, and third party agreements with respect to your collection, provision and use of User Content in connection with your use of the Service and this Terms of Service; and (b) you have the full right and authority to, and have obtained all necessary authorizations, licenses and consents required for: (i) the provision of the User Content to, and the collection of the User Content by, the Service, (ii) the analysis, storage, processing and use of the User Content by and for the Service; (iii) Limitless to provide the Service and otherwise perform its obligations hereunder with or using the User Content; and (iv) the grant to Limitless of the rights in User Content expressly set forth in these Terms, without violating the intellectual property, privacy or other rights of any individuals or entities and without violating any applicable laws, rules or regulations. Under no circumstance will Limitless be liable for any User Content, including any errors or omissions in any User Content, or for any loss, liability or damage of any kind incurred as a result of the use of or reliance upon any User Content or the analysis, loss or modification of any User Content in connection with the Service or these Terms.
7.2 Protection, Privacy and License of User Content.
Your User Content remains your property or the property of the third parties you licensed it from, and Limitless desires to prevent unauthorized uses or disclosures of such User Content. Limitless will endeavor to protect the privacy and security of your User Content in accordance with these Terms and our Privacy Policy referenced herein. Notwithstanding anything to the contrary herein, we reserve the right to access, use and/or disclose any User Content that is or becomes publicly available (through no fault of Limitless) or as required to comply with applicable law or lawful requests from governmental authorities, and Limitless shall not be liable with respect to any such access, use and/or disclosure. You understand and agree that by using the Service, you authorize and consent to the access, collection, storage, use and/or disclosure of User Content as described in these Terms, and in accordance with the Privacy Policy. Subject to the restrictions, protections and authorizations described in these Terms and the Privacy Policy, you agrees that Limitless may use (including without limitation to store and process) your User Content to provide, operate, maintain, improve, modify and administer the Service and otherwise perform our obligations under these Terms. You and any of your applicable third party licensors, as applicable, retain any intellectual property rights in the User Content, subject to the foregoing rights, licenses and other authorizations.
8. Third-Party Terms
8.1 Third-Party Services and Linked Websites.
Limitless may provide tools or functionality through the Service that enable you to import and/or export information, including User Content (defined below), from or to third-party applications and services, including through features that allow you to link your account on Limitless with an account on the third-party application or service. By using one of these tools or functionalities, you agree that Limitless may transfer that information from and to the applicable third-party application or service. Third-party applications and services are not under Limitless’s control, and, to the fullest extent permitted by law, Limitless is not responsible for any third-party application’s or service’s use of your exported information, any information originating from such third party application or service or any other problems or issues with such third party application or service. The Service may also contain links to third-party websites. Linked websites are not under Limitless’s control, and Limitless is not responsible for their content, operation or functionality.
8.2 Third-Party Software.
The Service may include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components (“Third-Party Components”). Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third-Party Components under the applicable third-party licenses or to limit your use of Third-Party Components under those third-party licenses.
9. Communications.
We may send you emails concerning our products and services, as well as those of third parties. You may opt-out of promotional emails by following the unsubscribe instructions in the promotional email itself.
10. Prohibited Conduct.
BY USING THE SERVICE, YOU AGREE NOT TO: a. use the Service for any illegal purpose or in violation of any local, state, national, or international law; b. use the Service for any purpose not intended by us (as described in these Terms or other communications from us); c. harass, threaten, demean, embarrass, bully, or otherwise harm any person; d. violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right; e. access, search, or otherwise use any portion of the Service through the use of any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, and data mining tools) other than the software or search agents provided by Limitless; f. interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law; g. interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Service; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service; h. perform any fraudulent activity, including impersonating any person or entity, claiming a false affiliation, or accessing any other Service account without permission; i. sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 6) or any right or ability to view, access, or use any Materials, except to the extent permitted by the functionality of the Service; or j. attempt to do any of the acts described in this Section 10 or assist or permit any person in engaging in any of the acts described in this Section 10.
11. Intellectual Property Rights Protection
11.1 Respect of Third Party Rights.
Limitless respects the intellectual property rights of others, takes the protection of intellectual property rights very seriously, and asks users of the Service to do the same. Infringing activity will not be tolerated on or through the Service.
11.2 DMCA Notification.
We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. § 512, as amended). If you have an intellectual property rights-related complaint about any material on the Service, you may contact our Designated Agent at the following address: Limitless AI, Inc. Attn: Legal Department (IP Notification) 2000 South Colorado Boulevard, Tower 1 Suite 2000-222, Denver, CO 80222 Email: [email protected].
11.3 Procedure for Reporting Claimed Infringement.
If you believe that any content made available on or through the Service has been used or exploited in a manner that infringes an intellectual property right you own or control, then please promptly send a “Notification of Claimed Infringement” to the Designated Agent identified above containing the following information: a. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed; b. a description of the copyrighted work or other intellectual property right that you claim has been infringed; c. a description of the material that you claim is infringing and where it is located on the Service; d. your address, telephone number, and email address; e. a statement by you that you have a good faith belief that the use of the materials on the Service of which you are complaining is not authorized by the copyright or other intellectual property right owner, its agent, or the law; and f. a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or other intellectual property right owner or authorized to act on the copyright or intellectual property owner’s behalf. Your Notification of Claimed Infringement may be shared by Limitless with the user alleged to have infringed a right you own or control, and you consent to Limitless making such disclosure. You should consult with your own lawyer or see 17 U.S.C. § 512 to confirm your obligations to provide a valid notice of claimed infringement.
11.4 Repeat Infringers.
Limitless’s policy is to: (a) remove or disable access to material that Limitless believes in good faith, upon notice from an intellectual property rights owner or authorized agent, is infringing the intellectual property rights of a third party by being made available through the Service; and (b) remove any User Content uploaded to the Service by “repeat infringers.” Limitless considers a “repeat infringer” to be any User that has Posted User Content and for whom Limitless has received more than two takedown notices compliant with the provisions of 17 U.S.C. § 512 with respect to such User Content./Limitless will terminate the accounts of users that are determined by Limitless to be repeat infringers. Limitless reserves the right, however, to suspend or terminate accounts of users in our sole discretion.
11.5 Counter Notification.
If you receive a notification from Limitless that material made available by you on or through the Service has been the subject of a Notification of Claimed Infringement, then you will have the right to provide Limitless with what is called a “Counter Notification.” To be effective, a Counter Notification must be in writing, provided to Limitless’s Designated Agent through one of the methods identified in Section 11.2, and include substantially the following information: a. your physical or electronic signature; b. identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; c. a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and d. your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if you are residing outside of the United States, then for any judicial district in which Limitless may be found, and that you will accept service of process from the person who provided notification under Section 11.2 above or an agent of that person. A party submitting a Counter Notification should consult a lawyer or see 17 U.S.C. § 512 to confirm the party’s obligations to provide a valid counter notification under the Copyright Act.
11.6 Reposting of Content Subject to a Counter Notification.
If you submit a Counter Notification to Limitless in response to a Notification of Claimed Infringement, then Limitless will promptly provide the person who provided the Notification of Claimed Infringement with a copy of your Counter Notification and inform that person that Limitless will replace the removed User Content or cease disabling access to it in 10 business days, and Limitless will replace the removed User Content and cease disabling access to it not less than 10, nor more than 14, business days following receipt of the Counter Notification, unless Limitless’s Designated Agent receives notice from the party that submitted the Notification of Claimed Infringement that such person has filed an action seeking a court order to restrain the user from engaging in infringing activity relating to the material on Limitless’s system or network.
11.7 False Notifications of Claimed Infringement or Counter Notifications.
The Copyright Act provides at 17 U.S.C. § 512(f) that: “[a]ny person who knowingly materially misrepresents under [Section 512 of the Copyright Act (17 U.S.C. § 512)] (1) that material or activity is infringing, or (2) that material or activity was removed or disabled by mistake or misidentification, will be liable for any damages, including costs and attorneys’ fees, incurred by the alleged infringer, by any copyright owner or copyright owner’s authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of [Limitless] relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it.” Limitless reserves the right to seek damages from any party that submits a Notification of Claimed Infringement or Counter Notification in violation of the law.
12. Modification of Terms.
We may, from time to time, change these Terms. Please check these Terms periodically for changes. Revisions will be effective immediately except that, for existing users, material revisions will be effective 30 days after posting or notice to you of the revisions unless otherwise stated. If a change to these Terms materially modifies your rights or obligations, we may require that you accept the modified Terms in order to continue to use the Service. If you do not agree to the modified Terms, then you should discontinue your use of the Service. Except as expressly permitted in this Section 12, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms.
13. Term, Termination, and Modification of the Service
13.1 Term.
These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Service, and ending when terminated.
13.2 Termination.
If you violate any provision of these Terms, then your authorization to access the Service and these Terms automatically terminate. In addition, Limitless may, at its sole discretion, terminate these Terms or your account on the Service, or suspend or terminate your access to the Service, at any time for any reason or no reason, with or without notice. You may terminate your account and these Terms at any time by contacting customer service at [email protected].
13.3 Effect of Termination.
Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you will no longer be authorized to access your account or the Service; (c) you must pay Limitless any unpaid amount that was due prior to termination; and (d) all payment obligations accrued prior to termination and Sections 5.3, 6, 13.3, 14, 15, 16, 17, and 18 will survive.
13.4 Modification of the Service.
Limitless reserves the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. Limitless will have no liability for any change to the Service or any suspension or termination of your access to or use of the Service.
13.5 Refunds.
If Limitless terminates these Terms for convenience or modifies a paid feature of the Service in a manner that materially and adversely affects the functionality of the paid feature, Limitless will refund you any prepaid but unused Subscription Fee.
14. Indemnity.
To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend and indemnify Limitless, its affiliates, and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents (together, the “Limitless Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Service; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
15. Disclaimers; No Warranties by Limitless
15.1 THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. Limitless DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (a) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (b) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. Limitless DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND Limitless DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
15.2 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR Limitless ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE Limitless ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING USER CONTENT.
15.3 THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION 15 APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Limitless does not disclaim any warranty or other right that Limitless is prohibited from disclaiming under applicable law.
16. Limitation of Liability.
16.1 TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE LIMITLESS ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE, ANY MATERIALS OR CONTENT ON THE SERVICE OR THESE TERMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY Limitless ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
16.2 THE AGGREGATE LIABILITY OF THE LIMITLESS ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (a) THE AMOUNT YOU HAVE PAID TO Limitless FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM, AND (b) US$500.
16.3 EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 16 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
17. Dispute Resolution and Arbitration.
17.1 Generally.
In the interest of resolving disputes between you and Limitless in the most expedient and cost effective manner, and except as described in Section 17.2 and 17.3, you and Limitless agree that every dispute arising in connection with these Terms, the Service, and communications from us will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, the Service, or any communications to or from us, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND LIMITLESS ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
17.2 Exceptions.
Despite the provisions of Section 17.1, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.
17.3 Opt-Out.
If you do not wish to resolve disputes by binding arbitration, you may opt-out of the provisions of this Section 17 within 30 days after the date that you agree to these Terms by sending a letter to Limitless AI, Inc., Attention: Legal Department – Arbitration Opt-Out, 2000 South Colorado Boulevard, Tower 1 Suite 2000-222, Denver, CO 80222, United States, that specifies: your full legal name, the email address associated with your account on the Service, and a statement that you wish to opt-out of arbitration (“Opt-Out Notice”). Once Limitless receives your Opt-Out Notice, this Section 17 will be void, and any action arising out of these Terms will be resolved as set forth in Section 18.2. The remaining provisions of these Terms will not be affected by your Opt-Out Notice.
17.4 Arbitrator.
Any arbitration between you and Limitless will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at +1-800-778-7879, or by contacting Limitless. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
17.5 Notice of Arbitration; Process.
A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express or UPS (in either case, signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Limitless’s address for Notice is: Limitless AI, Inc., 2000 South Colorado Boulevard, Tower 1 Suite 2000-222, Denver, CO 80222, United States. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Limitless may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or Limitless must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by Limitless in settlement of the dispute prior to the award, Limitless will pay to you the higher of: (a) the amount awarded by the arbitrator and (b) US$10,000.
17.6 Fees.
If you commence arbitration in accordance with these Terms, Limitless will reimburse you for your payment of the filing fee, unless your claim is for more than US$10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in the county and state of your residence, but if the claim is for US$10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your residence. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Limitless for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
17.7 No Class Actions.
YOU AND LIMITLESS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Limitless agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
17.8 Modifications to this Arbitration Provision.
If Limitless makes any future change to this arbitration provision, other than a change to Limitless’s address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to Limitless’s address for Notice of Arbitration, in which case your account with Limitless will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
17.9 Enforceability.
If Section 17.7 or the entirety of this Section 17 is found to be unenforceable, or if Limitless receives an Opt-Out Notice from you, then the entirety of this Section 17 will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 18.2 will govern any action arising out of or related to these Terms.
18. Miscellaneous
18.1 General Terms.
These Terms, including the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Limitless regarding your use of the Service and associated subject matter hereof. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of, or exercise any right or remedy under, any provision of these Terms will not affect our right to require performance (or seek a right or remedy) at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. All waivers must be in writing signed by the waiving party to be effective hereunder. Use of Section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to.” If any part of these Terms is held to be invalid or unenforceable, then the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
18.2 Governing Law.
These Terms are governed by the laws of the State of Colorado without regard to conflict of law principles. You and Limitless submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Denver County, Colorado for resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in Colorado, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.
18.3 Privacy Policy.
Please read the Limitless Privacy Policy (the “Privacy Policy”) carefully for information relating to our collection, use, storage, and disclosure of your personal information. The Limitless Privacy Policy is incorporated by this reference into, and made a part of, these Terms.
18.4 Additional Terms.
Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
18.5 Consent to Electronic Communications.
By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
18.6 Contact Information.
The Service is offered by Limitless AI, Inc., (DBA Limitless AI) located at Limitless AI, Inc. 2000 South Colorado Boulevard, Tower 1 Suite 2000-222, Denver, CO 80222. You may contact us by sending correspondence to that address or by emailing us at [email protected].
18.7 Notice to California Residents.
If you are a California resident, then under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at +1-800-952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
18.8 No Support.
We are under no obligation to provide support for the Service. In instances where we may offer support, the support will be subject to published policies.
19. Notice Regarding Apple.
This Section 19 only applies to the extent you are using our mobile application on an iOS device. You acknowledge that these Terms are between you and Limitless only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the content of it. Apple has no obligation to furnish any maintenance and support services with respect to the Service. If the Service fails to conform to any applicable warranty, you may notify Apple, and Apple will refund any applicable purchase price for the mobile application to you. To the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; or (3) 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 the Service and/or your possession and use of the Service infringe a third party’s intellectual property rights. You agree to comply with any applicable third-party terms when using the Service. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these 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 of these Terms. You hereby represent and warrant that: (a) 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 (b) you are not listed on any U.S. Government list of prohibited or restricted parties.