Lyndsay Diamond Terms of Use
Effective as of July 2019
The goal of Lyndsay Diamond, LLC (hereinafter referred to as “Lyndsay Diamond”) is to create a platform through which individuals (“Users”) can be whole, happy, healthy, and inspired by holistic living.
In furtherance of this goal, Lyndsay Diamond has adopted these Terms of Use (referred to herein as the “Terms” or the “Agreement”) that apply to all use by Users of the Lyndsay Diamond website(www.lyndsaydiamond.com), related webpages, or mobile applications (collectively, the “Site”), and any other Thrive services (“Services”). By accessing the Site and/or using the Services, you, on behalf of yourself and any business or other entity on whose behalf you are accessing the Site or using the Services (collectively referred to herein as, “you”) agree that you have read and understand and will comply with these Terms.
OWNERSHIP.
The Site and Services are owned by Lyndsay Diamond.
DISCLAIMERS.
No Medical Advice: The information contained in the Site and otherwise communicated by Lyndsay Diamond is for educational and informational purposes only. Except as specifically noted on the Site, Lyndsay Diamond and its employees and representatives are not licensed health care practitioners or mental health providers and are not holding themselves out as such. That being the case, nothing on the Site or communicated by Lyndsay Diamond should be considered, nor is it intended to be, a substitute for professional medical advice, diagnoses, or treatment.
Consult a Professional: As such, when you have questions about your health and any medical issues, including, but not limited to possible or actual pregnancy, known or suspected food sensitivities or allergies, dietary restrictions, or any medications you are currently taking or are interested in taking, seek the advice of your physician or another qualified health care professional. In case of emergency, please do so immediately. Further, you should always consult your physician or another qualified health care professional prior to acting on any advice from the Site or other Lyndsay Diamond communications, including before taking any medication or dietary supplement, engaging in any elimination diet, detox, or cleanse, or participating in any other aspect of a food, diet, exercise, or lifestyle program.
No FDA Evaluation: The information contained on the Site and in Thrive communications, including product endorsements or recommendations, has not been evaluated by the Food and Drug Administration and is not intended to diagnose, treat, cure, or prevent any disease, or to be considered medical or psychological advice.
No Guarantees: While Lyndsay Diamond’s purpose is to assist you in reaching your goals and leading a healthier and happier lifestyle, your success depends on you, and specifically your commitment. That being the case, Lyndsay Diamond cannot and does not guarantee any results. Any client stories or testimonials or other examples of success on the Site or otherwise communicated by Lyndsay Diamond are not intended to guarantee similar results for you, but instead are representative of Lyndsay Diamond can help you to achieve.
ACCEPTABLE USE.
You agree to the following conditions of use of the Site:
Improper Use of the Services: You shall not use the Services in any manner prohibited by any federal, state, or local laws, rules, and/or regulations. Without limiting the foregoing, you shall not use the Services for any abusive, fraudulent, or deceitful purpose, in any way that damages, access, or trespasses Lyndsay Diamond’s property.
Utilization of Network Resources: The abuse, misuse, disruption, degradation, and/or other compromise of Lyndsay Diamond’s network resources and Services by any User may have a negative impact on all other Users. Accordingly, you are prohibited from using Services in any manner that adversely affects Lyndsay Diamond’s network performance and Services.
Content Harmful or Offensive to Third-Parties: You shall not upload, download, post, share, disseminate, distribute, publish, transmit, transfer, or otherwise disclose (“Disclose”) content that is or is likely to be unlawful, libelous, defamatory, obscene, indecent, threatening, harmful (including malware and viruses), obscene, invasive of privacy or publicity rights, abusive, inflammatory, hateful, and/or otherwise harmful or offensive to third parties.
Infringing Content: You shall not Disclose any content that may infringe any intellectual or proprietary right(s) of any party.
Impersonation: You shall not impersonate any person or entity or otherwise misrepresent their affiliation with a person or entity or interfere with other Users. You shall not participate in the collection of very large numbers of email addresses, screen names, or other identifiers of others (without their prior consent), a practice sometimes known as “spidering” or “harvesting,” or participate in the use of software (including “spyware”) designed to facilitate this activity. You agree that you will not use any robot, spider, scraper or other automated means to access this Site for any purpose without our express written permission.
Use of Your Account by Others: You shall not permit the use of your Lyndsay Diamond account (your “Account”) by third parties.
Protection of Account and Services: You shall be responsible for any use or misuse of the Service or violation of these Terms by your Account. Therefore, you must take steps to ensure that others do not use your Account to gain unauthorized access to the Site by, for example, strictly maintaining the confidentiality of all Site logins and passwords. In all cases, you are solely responsible for the security of any device it chooses to connect to the Site, including any data stored or shared on that device.
Use by Minors. You must be at least 18 years old to have our permission to use the Site; if you are not 18 years old, you are strictly prohibited from accessing or using the Site. We do not knowingly collect, use or disclose personally identifiable information about visitors under 13 years of age. By becoming a User, you represent and warrant that you are at least 18 years old and that you have the right, authority and capacity to enter into and abide by the Terms.
ACCESS TO SITE AND SERVICES.
Lyndsay Diamond makes the Site available to you on subject to these Terms and all applicable laws. In addition, use of the Site and Services is subject to Lyndsay Diamond’s Privacy Policy (the “Privacy Policy”), the terms of which are incorporated herein by reference. By accessing, browsing or otherwise using the Site, you acknowledge that you have read, understood and agree to be legally bound by these Terms and to comply with all applicable laws and regulations. These Terms shall take effect immediately on your first time accessing the Site. If you do not agree to these Terms, you are not authorized to access, browse or otherwise use the Site.
You warrant to Lyndsay Diamond that you will not attempt to bypass or gain unauthorized access to any Services offered by Lyndsay Diamond, its computer systems, or its networks connected to any Lyndsay Diamond server through any means, including, but not limited to hacking and password mining. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available by Lyndsay Diamond. Users are only permitted to maintain one (1) active account except as is otherwise permitted by Lyndsay Diamond in writing.
You agree to not interfere in any way with others’ use of or access to the Site. Lyndsay Diamond reserves its right to report any activity that it reasonably suspects violates any law or regulation and to disclose any information to law enforcement officials or regulators or other appropriate third parties.
INTELLECTUAL PROPERTY AND CONFIDENTIAL INFORMATION.
As a user of the Site, you have a non-exclusive, non-transferable, limited, revocable license to use the Site. You may not reproduce, modify, distribute, transmit, display, perform, reproduce, transfer, sell or publish any of the contents of this Site without the prior written consent of Lyndsay Diamond, which may be withheld, conditioned or delayed in its sole discretion. In doing so, you will not remove or alter, or cause to be removed or altered, any copyright, trademark, trade name or service mark or any other proprietary notice or legend appearing on any of the content. You must not attempt to reverse engineer or attempt to interfere with the operation of any part of this Site unless expressly permitted by applicable law. Lyndsay Diamond, its affiliates, and our licensors retain all of their right, title and interest in and to all patent rights, inventions, copyrights, trademarks, know-how and trade secrets relating to the Site. Thrive’s logos and name are trademarks of Lyndsay Diamond and may be registered in certain jurisdictions. All other company names, marks, logos and symbols on this Site may be the trademarks of their respective owners. Except as expressly stated in this Agreement, nothing in this Agreement confers any license under any of Lyndsay Diamond’s or any third party’s intellectual property rights, whether by estoppel, implication or otherwise.
You shall not at any time, directly or indirectly, Disclose or use for your own benefit or gain any of Lyndsay Diamond’s Confidential Information, as defined below, without Lyndsay Diamond’s express written consent. You also agree that you will undertake all necessary and appropriate steps to ensure that the Confidential Information will be maintained confidential. Upon termination of this Agreement, you agree that all Confidential Information and any other documents, records, notebooks, and similar repositories containing any information or other property of Lyndsay Diamond shall be destroyed immediately. “Confidential Information” includes, but is not limited to: (a) User-specific information that is generally only accessible by Users; (b) information that is clearly marked or otherwise designated as confidential when disclosed; and (c) other information normally understood to be confidential and not fully disseminated in the public domain.
USER CONTENT.
When you post Content (defined below) on this Site, you represent and warrant that you have the right, power and authority to post that Content and grant the license specified below. You are responsible for all Content you post, including but not limited to registration data, profiles, photos, videos, comments, text, documents and other information (collectively, “Content”) that you upload, enter or post to the Site. You are solely responsible for your Content and your interactions with other Users and we act only as a passive conduit for your online posting of your Content. You acknowledge and agree that any Content you enter or post on this Site publicly may be viewed by any other Users with access to the Site, and therefore will not be considered confidential. You agree that you will not upload Content that is inaccurate or that infringes or violates any rights of any party or that compromises the privacy of any person, including, but not limited to any User. You retain all of your ownership rights in your Content. However, by submitting Content to Lyndsay Diamond, you hereby grant Thrive an irrevocable, worldwide, royalty-free, perpetual, transferrable and fully sub-licensable right and license to (i) use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and publicly display any and all such Content throughout the world in any media, now known or hereafter devised, except Personal Information (as defined in the Privacy Policy) and Content published to a non-public area of the Site, and (ii) use the name that you submit in connection with such Content. This license will not terminate until a commercially-reasonable time has elapsed following the termination of this Agreement for any reason or no reason.
Lyndsay Diamond reserves the right to remove or modify Content for any reason, including, but not limited to Content that we believe violates these Terms.
Lyndsay Diamond reserves the right not to publish or to remove any profile picture posted to the Site, without prior notice, that in Lyndsay Diamond’s sole discretion violates these Terms. You can be held liable for any illegal or prohibited Content you provide to the Site, including infringing, defamatory or offensive materials. If you discover this kind of material on our Site, please notify us immediately at [email protected]. We will investigate your claim promptly and may then take the actions deemed appropriate.
You may submit comments or ideas about the Site, including without limitation about how to improve the Site. By submitting ideas, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Lyndsay Diamond under any fiduciary duty or other obligations, that your ideas do not contain the confidential or proprietary information of third parties, and that such comments and ideas shall be our sole property that we are free to use without any compensation to you and to disclose the ideas on a non-confidential basis or otherwise to anyone.
CERTAIN LIMITATIONS AND EXCLUSIONS.
You are solely responsible for creation, storage and backup of your own records. These Terms and any registration for or subsequent use of the Site will not be construed as creating any responsibility on Lyndsay Diamond to store, backup, retain or grant access to any information or data for any period.
We have implemented commercially reasonable technical and organizational measures designed to secure your Personal Information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your Personal Information for improper purposes. You acknowledge that you provide your Personal Information at your own risk.
Lyndsay Diamond is not liable, and you agree not to hold it responsible, for any damages or losses arising out of or in connection with these Terms, including but not limited to: (i) your use of or your inability to use the Site; (ii) delays or disruptions in the Site; (iii) viruses or other malicious software obtained by accessing or linking to the Site; (iv) glitches, bugs, errors or inaccuracies of any kind in the Site; (v) the content, actions or inactions of third parties’ use of the Site; (vi) a suspension or other action taken with respect to your Account; and (vii) your need to modify practices, content or behavior as a result of changes to the Terms.
YOU USE THE SITE AT YOUR OWN RISK. ALL INFORMATION AND CONTENT AND ALL PRODUCTS AND SERVICES OFFERED THROUGH THE SITE, INCLUDING CONTENT PROVIDED BY THIRD-PARTY PROVIDERS, ADVERTISERS AND SPONSORS, IS PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OR REPRESENTATIONS OF ANY KIND, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURCHASE, FREEDOM FROM VIRUSES OR HARMFUL CODE, TITLE, OR NON-INFRINGEMENT. WE DISCLAIM ALL AND MAKE NO REPRESENTATIONS OR WARRANTIES, OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE QUALITY, IDENTITY OR RELIABILITY OF ANY THIRD-PARTY OR THE ACCURACY OF ANY CONTENT POSTED ON THE SITE BY A THIRD PARTY, INCLUDING ANY USER.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
YOUR SOLE REMEDIES HEREUNDER ARE AS EXPRESSLY SET FORTH IN THIS SECTION. IN NO EVENT WILL THRIVE OR ITS SUBSIDIARIES, AFFILIATED COMPANIES OR SUPPLIERS OR LICENSORS BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THIS SITE OR ANY HYPERLINKED SITE, INCLUDING, WITHOUT LIMITATION, ANY LOST REVENUES, LOST PROFITS, LOSS OF PROSPECTIVE ECONOMIC ADVANTAGE, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR SYSTEM OR OTHERWISE ARISING OUT OF THE USE OR MISUSE OF OR INABILITY TO USE ANY SITE OR THE INFORMATION, CONTENT, DOCUMENTS OR SOFTWARE THEREOF, EVEN IF THRIVE OR ITS SUBSIDIARIES, AFFILIATED COMPANIES OR SUPPLIERS OR LICENSORS ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR FOR ANY CLAIM BY A THIRD PARTY. YOUR SOLE AND EXCLUSIVE REMEDY AGAINST THRIVE IS TO DISCONTINUE USE OF THIS SITE AND ANY HYPERLINKED SITES.
If, notwithstanding the limitations of liability, Lyndsay Diamond, our affiliates, our licensors or our suppliers are found liable for any loss or damage which arises out of or in any way connected with this Agreement or services or operation of this Site, then liability will in no event exceed the lesser of: (1) $1,000 or (2) the total of all payments received by Thrive from the affected User during the three-month period preceding the date of the origination of the User’s claim.
The above limitations of liability reflect the allocation of risk between the parties, and will survive and apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose. The limitations of liability provided in these Terms inure to the benefit of Lyndsay Diamond, its affiliates and their respective suppliers and licensors.
Certain state laws do not allow exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions or limitations may not apply to you, and you might have other rights, which vary from state to state.
RELEASE
In addition to the recognition that Lyndsay Diamond is not a party to any contract between Users, you hereby release Lyndsay Diamond, our affiliates and our respective officers, directors, managers, members, employees, agents, subsidiaries, joint ventures, and our and their respective successors and assigns from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute you have with another User, whether it be at law or in equity.
YOU HEREBY WAIVE CALIFORNIA CIVIL CODE § 1542 (AND ANY ANALOGOUS LAW IN ANY OTHER APPLICABLE JURISDICTION) WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
INDEMNIFICATION.
You shall indemnify, defend, and hold harmless Lyndsay Diamond from and against any and all claims, losses, costs, expenses (including attorneys’ fees), injuries, demands, damages, actions, suits, and/or proceedings whether civil, criminal, administrative, or investigative (collectively, “Claims”) related to or arising out of: (i) your negligence or willful act or omission; (ii) your misuse of the Site; (iii) your breach of any term, condition, representation, warranty, duty, and/or obligations set forth in the Terms; (iv) any libel or slander by your; and/or (v) infringement of a U.S. patent or U.S. copyright, or unauthorized use of trademark, trade name, or service mark arising out of communications via the Site. You agree to notify Thrive promptly, in writing, of any Claims, threatened or actual, and to cooperate in every reasonable way to facilitate the defense or settlement of such Claims.
TERM; TERMINATION AND SUSPENSION
This Agreement will become effective upon your first time accessing the Site and will remain in effect until you deactivate your account and discontinue your use of the Site. Unless both you and Lyndsay Diamond agree otherwise in writing, either of us may terminate this Agreement in our sole discretion, at any time, without explanation, upon written notice, except as otherwise provided below.
In the event you or Lyndsay Diamond properly terminates this Agreement, your right to use the Site is automatically revoked and Lyndsay Diamond will close your Account. Without limiting any other provisions of this Agreement, the termination of this Agreement for any reason will not release you from any obligations to Lyndsay Diamond incurred prior to termination of this Agreement or that thereafter may accrue in respect of any act or omission prior to such termination.
Without limiting Lyndsay Diamond’s other remedies, it may temporarily or indefinitely suspend or permanently revoke your access to the Site if: (a) you breach the letter or spirit of any Terms; (b) Lyndsay Diamond suspects or becomes aware that you have provided false or misleading information to Lyndsay Diamond or any User; (c) Lyndsay Diamond believes, in its sole discretion, that your actions may cause legal liability for you, any Users, or Lyndsay Diamond or its affiliates; may be contrary to the interests of the Site or the Lyndsay Diamond community; or may involve illicit activity; or (d) Lyndsay Diamond otherwise reasonably determines that doing so is in the best interests of Lyndsay Diamond and/or its Users.
Once your Account is suspended or closed, you are prohibited from continuing to use the Site under the same Account or a different Account or reregister under a new Account without Lyndsay Diamond’s prior written consent.
Without limiting Lyndsay Diamond’s other remedies, if you engage in actions or activities that circumvent the Site, you must pay Lyndsay Diamond’s for all amounts owed to Lyndsay Diamond and our affiliates and reimburse Lyndsay Diamond for all losses and costs (including any and all time incurred by employees and contractors of Lyndsay Diamond or its affiliates) and reasonable expenses (including attorneys’ fees) related to investigating such actions. In addition, violations of this Agreement may be prosecuted to the fullest extent of the law and may result in additional penalties and sanctions. Except as otherwise required by applicable law, Lyndsay Diamond will notify you if it suspends or closes your Account, unless it believes, in its sole judgment, that giving notice may cause damage.
You acknowledge and agree that the value, reputation, and goodwill of the Site depend on transparency of the Account status of all Users, including both yourself and other. You therefore agree as follows: IF THRIVE DECIDES TO SUSPEND OR CLOSE YOUR ACCOUNT, THRIVE HAS THE RIGHT, BUT NOT THE OBLIGATION, TO (1) INFORM OTHER USERS OF YOUR SUSPENDED OR CLOSED ACCOUNT STATUS, AND (2) PROVIDE THOSE USERS WITH A SUMMARY OF THE REASONS FOR YOUR ACCOUNT SUSPENSION OR CLOSURE. When your Account is closed for any reason, you will no longer have access to data, messages, files, and other material you keep on the Site. If practicable, Thrive will retain this information for a period of one year.
10.STRIPE PAYMENT PROCESSING
By placing an order through the Site, you are offering to purchase a product or service on and subject to these Terms. To contract with Thrive through the Site you must be at least 18 years of age. Thrive retains the right to refuse any attempted purchase by you in its sole discretion. When placing an order, you represent that all details you provide are true and accurate, that you are an authorized user of the payment method used to place your order, and that there are sufficient funds to cover the cost of the product or service in question.
Lyndsay uses the third-party payment platform, Stripe, the Stripe API, and in conjunction, your Stripe account to process credit and debit card transactions through the Site. By using the Site and agreeing to these Terms, you also agree to be bound by Stripe’s Terms of Service.
You expressly understand and agree that Lyndsay Diamond will not be liable for any transactions that occur through your use of the Site and Services. Further, you expressly understand and agree that all transactions through the Site are handled by Stripe and that Thrive shall not be liable for any issues regarding transactions between you and any other party, including Stripe.
You are responsible for all transactions (including one-time and recurring transactions) processed through the Site and/or Stripe. Lyndsay Diamond is not responsible for loss or damage from errant or invalid transactions processed with your Stripe account. This includes transactions that were not processed due to a network communication error or for any other reason. If you process a transaction, it is your responsibility to verify that the transaction was successfully processed using accurate information.
You understand that the Stripe API is subject to change at any time and such changes may adversely affect the Site. You understand and agree that Thrive will not be responsible for any adverse effects that actions (whether intentional or unintentional) on the part of Stripe may cause to your Stripe or Lyndsay Diamond accounts.
You must not process stolen credit cards or unauthorized payments through Stripe or your Thrive account.
Thrive will not issue refunds on purchases made through the Site.
GOVERNING LAW AND VENUE.
The domestic of the State of Illinois shall govern the construction, interpretation, and performance of this Agreement, without regard to its conflict of law principles. Any litigation or dispute related to this Agreement will be brought in state or federal courts located in Chicago, Illinois, and Users hereby irrevocably consent to personal jurisdiction of such courts for such purpose. No party will make a motion to dismiss or transfer any case filed in accordance with this subsection on the basis of improper venue, personal jurisdiction, or for the convenience of any party or witness.
In the event that Lyndsay Diamond is deemed the prevailing party in any litigation, Lyndsay Diamond shall be entitled to recover from you all costs and expenses incurred by Lyndsay Diamond in relation to such legal action, including attorneys’ fees.
12.MODIFICATIONS
TO THE EXTENT PERMITTED BY LAW, THESE TERMS ARE SUBJECT TO CHANGE WITHOUT PRIOR NOTICE. ANY CHANGES WILL BE INCORPORATED INTO THE TERMS OF USE POSTED TO THIS SITE, AND YOU WILL BE BOUND BY SUCH CHANGES AS OF THE DATE OF SUCH CHANGES. Accordingly, Users are directed to check the Site often for updates.
If any part of this Policy is held invalid or unenforceable, that portion of this Policy shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of Lyndsay Diamond, and the remaining portions shall remain in full force and effect. The failure of Lyndsay Diamond or its suppliers to enforce this Policy, for whatever reason, shall not be construed as a waiver of any right to do so at any time.
PLEASE PRINT THESE TERMS AND RETAIN A COPY FOR YOUR RECORDS.
13.NOTICE AND COMMUNICATIONS
Communications from Lyndsay Diamond to You: By visiting the Site, you are deemed to have executed this Agreement electronically, effective on the date you visit the Site, pursuant to the federal Electronic Signatures in Global and National Commerce Act (the E-Sign Act) (15 U.S.C. §§ 7001 et seq.). Visiting the Site constitutes your acknowledgement that you are able to electronically receive, download, and print this Agreement. Unless you otherwise indicate in writing to Lyndsay Diamond, Lyndsay Diamond and its affiliates are permitted to communicate with you by text message, email and/or by posting communications on the Site. You will be considered to have received a communication when Lyndsay Diamond sends it to the mobile number or email address you have provided to Lyndsay Diamond on the Site or when Lyndsay Diamond posts such communication on the Site. You must keep your phone number and email address updated on the Site, and you must regularly check the Site for postings. Without limiting Lyndsay Diamond’s other rights under this Agreement, if you fail to respond to a text message or email message from Lyndsay Diamond regarding a violation, dispute, or complaint within two business days, Lyndsay Diamond has the right to suspend or close, in our sole discretion, your Account.
Communications from You to Lyndsay Diamond: All notices to Thrive required hereunder must be in writing and delivered either (i) in person; (ii) by a means evidenced by a delivery receipt, to the following address: Lyndsay Diamond,[_________________________], Attn: [____________]; or (iii) in writing via email to [_________________________]. All such notices are deemed effective upon documented receipt by Lyndsay Diamond does not accept service of any legal process by email or mail; all such service should occur by hand delivery to Thrive or its registered agent for service of process.
14.UNAUTHORIZED USE OR VIOLATIONS.
Certain portions of this Site are intended to be used only by authorized Users. Unauthorized Users are prohibited from accessing, or attempting to access such portions of the Site. If you are using the site for an unauthorized purpose, or if you are using someone else’s Account, you are deemed an unauthorized user and you should not use this Site. If you nonetheless continue to use the Site as an unauthorized user, then by using this Site you undertake and agree that: (1) you will be personally liable for any and all expenses, costs or damages incurred by us in investigating or addressing your unauthorized use of this Site (such obligations shall be in addition to whatever other rights and remedies may be available to use for unauthorized use); and (2) you will be personally bound by these Terms, waiving any actual notice or knowledge of such terms and commitments, all without any duties or obligations to you on the part of Thrive.
In the event a User becomes aware of any unauthorized use or violation(s) of these terms by any User, such User is required to promptly report the violation(s) to Thrive via email at [_________________________]. If available, User shall be prepared to provide the following information to Thrive concerning the alleged violation: (a) User name or associated with the violation; (b) the date and time of the violation; and (c) a description and circumstances of the violation.
MISCELLANEOUS TERMS.
Force Majeure: Lyndsay Diamond shall not be liable to any User for any delay, failure in performance, loss, or damage to the extent caused by force majeure conditions such as acts of God, fire, explosion, power blackout, cable cut, act of terrorism, epidemic, acts of regulatory or governmental agencies, unavailability of right-of-way, spectrum interference, electrical storms, heavy precipitation, excessive weather conditions, unavailability of services or materials upon which the Site relies, or other causes beyond the Lyndsay Diamond’s reasonable control.
Assignment and Transfer: You are strictly prohibited from assigning any right, obligation or duty, in whole or in part, and/or of any other interest hereunder, without the prior written consent of Lyndsay Diamond, of which consent can be withheld for any reason. Lyndsay Diamond may assign its rights and obligations hereunder to any party or entity without any party’s consent. All obligations and duties of a User under this Agreement shall be binding on all successors in interest and assigns.
Entire Understanding: This Agreement constitutes the entire understanding between you and Lyndsay Diamond related to the subject matter hereof, and supersedes all prior agreements, proposals, representations, statements, or understandings, whether written or oral, concerning the Site.
Survival: The rights and obligations of a User, that by their nature would continue beyond the expiration or termination of this Agreement, including without limitation representations and warranties, indemnifications, and limitations of liability, shall survive termination or expiration of this Agreement.
No Waiver: No failure by Lyndsay Diamond to enforce any rights hereunder shall constitute a waiver of such right(s).
No Agency: No User is an agent, representative, or partner of Thrive or is able to bind Lyndsay Diamond. Users and Lyndsay Diamond are independent contractors and this Agreement shall not be interpreted or construed to create an association, agency, joint venture, or partnership between such parties.
Article Headings and Pronouns: The article headings used herein are for reference only and shall not limit or control any term or provision of this Agreement or the interpretation or construction thereof. The singular form denotes the plural and the masculine form denotes the feminine or neuter wherever appropriate.