Last updated February 4, 2023
AGREEMENT TO TERMS
an entity (“you”) and GEM4D, LLC ("Company", “we”, “us”, or “our”), concerning your access to and use
website as well as any other media form, media channel,
mobile website or mobile
application related, linked, or otherwise connected thereto (collectively, the “Site”). You agree that by
DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby
expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or
updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the
The information provided on the Site is not intended for distribution to or use by any person or entity in
jurisdiction or country where such distribution or use would be contrary to law or regulation or which would
subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons
choose to access the Site from other locations do so on their own initiative and are solely responsible for
compliance with local laws, if and to the extent local laws are applicable.
The Site is intended for users who are at least 18 years old. Persons under the age of 18 are not permitted
use or register for the Site.
INTELLECTUAL PROPERTY RIGHTS
Unless otherwise indicated, the Site is our proprietary property and all source code, databases,
software, website designs, audio, video, text, photographs, and graphics on the Site (collectively, the
“Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or
by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual
property rights and unfair competition laws of the United States, foreign jurisdictions, and international
conventions. The Content and the Marks are provided on the Site “AS IS” for your information and personal
copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated,
transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever,
our express prior written permission.
Provided that you are eligible to use the Site, you are granted a limited license to access and use the
and to download or print a copy of any portion of the Content to which you have properly gained access
for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the
the Content and the Marks.
By using the Site, you represent and warrant that: (1) all registration information you submit will be
accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update
registration information as necessary; (3) you have the legal capacity and you agree to comply with these
of Use; (4) you are not a minor in the jurisdiction in which you reside; (5) you will not access the
through automated or non-human means, whether through a bot, script or otherwise; (6) you will not use the
for any illegal or unauthorized purpose; and (7) your use of the Site will not violate any applicable law or
If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to
suspend or terminate your account and refuse any and all current or future use of the Site (or any portion
You may be required to register with the Site. You agree to keep your password confidential and will be
responsible for all use of your account and password. We reserve the right to remove, reclaim, or change a
username you select if we determine, in our sole discretion, that such username is inappropriate, obscene,
FEES AND PAYMENT
We accept the following forms of payment via Paypal
- American Express
You may be required to purchase or pay a fee to access some of our services. You agree to provide current,
complete, and accurate purchase and account information for all purchases made via the Site. You further
to promptly update account and payment information, including email address, payment method, and payment
expiration date, so that we can complete your transactions and contact you as needed. We bill you
an online billing account for purchases made via the Site. Sales tax will be added to the price of purchases
deemed required by us. We may change prices at any time. All payments shall be in U.S. dollars.
You agree to pay all charges or fees at the prices then in effect for your purchases, and you authorize us
charge your chosen payment provider for any such amounts upon making your purchase.
We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or
received payment. We also reserve the right to refuse any order placed through the Site.
If you are unsatisfied with our services, please email us at suppo[email protected]
or call us at
You may not access or use the Site for any purpose other than that for which we make the Site available.
Site may not be used in connection with any commercial endeavors except those that are specifically endorsed
approved by us.
As a user of the Site, you agree not to:
1. Systematically retrieve data or other content from the Site to create or compile, directly or
indirectly, a collection, compilation, database, or directory without written permission from us.
2. Make any unauthorized use of the Site, including collecting usernames and/or email addresses of
by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by
automated means or under false pretenses.
3. Use a buying agent or purchasing agent to make purchases on the Site.
4. Use the Site to advertise or offer to sell goods and services.
5. Circumvent, disable, or otherwise interfere with security-related features of the Site, including
features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the
Site and/or the Content contained therein.
6. Engage in unauthorized framing of or linking to the Site.
7. Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive
information such as user passwords.
8. Make improper use of our support services or submit false reports of abuse or misconduct.
9. Engage in any automated use of the system, such as using scripts to send comments or messages, or
using any data mining, robots, or similar data gathering and extraction tools.
10. Interfere with, disrupt, or create an undue burden on the Site or the networks or services
to the Site.
11. Attempt to impersonate another user or person or use the username of another user.
12. Use any information obtained from the Site in order to harass, abuse, or harm another
13. Use the Site as part of any effort to compete with us or otherwise use the Site and/or the
for any revenue-generating endeavor or commercial enterprise.
14. Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any
making up a part of the Site.
15. Attempt to bypass any measures of the Site designed to prevent or restrict access to the Site, or
portion of the Site.
16. Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any
portion of the Site to you.
17. Delete the copyright or other proprietary rights notice from any Content.
19. Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other
including excessive use of capital letters and spamming (continuous posting of repetitive text), that
with any party’s uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts, alters, or
interferes with the use, features, functions, operation, or maintenance of the Site.
20. Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or
active information collection or transmission mechanism, including without limitation, clear graphics
interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to
“spyware” or “passive collection mechanisms” or “pcms”).
21. Except as may be the result of standard search engine or Internet browser usage, use, launch,
develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility,
scraper, or offline reader that accesses the Site, or using or launching any unauthorized script or other
22. Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.
23. Use the Site in a manner inconsistent with any applicable laws or regulations.
USER GENERATED CONTRIBUTIONS
The Site may invite you to chat, contribute to, or participate in blogs, message boards, online forums, and
other functionality, and may provide you with the opportunity to create, submit, post, display, transmit,
perform, publish, distribute, or broadcast content and materials to us or on the Site, including but not
to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or
material (collectively, "Contributions"). Contributions may be viewable by other users of the Site and
third-party websites. As such, any Contributions you transmit may be treated as non-confidential and
non-proprietary. When you create or make available any Contributions, you thereby represent and warrant
1. The creation, distribution, transmission, public display, or performance, and the accessing,
downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including
not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
2. You are the creator and owner of or have the necessary licenses, rights, consents, releases, and
permissions to use and to authorize us, the Site, and other users of the Site to use your Contributions in
3. You have the written consent, release, and/or permission of each and every identifiable individual
person in your Contributions to use the name or likeness of each and every such identifiable individual
to enable inclusion and use of your Contributions in any manner contemplated by the Site and these Terms of
4. Your Contributions are not false, inaccurate, or misleading.
5. Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid
schemes, chain letters, spam, mass mailings, or other forms of solicitation.
6. Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous,
slanderous, or otherwise objectionable (as determined by us).
7. Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
8. Your Contributions do not advocate the violent overthrow of any government or incite, encourage,
threaten physical harm against another.
9. Your Contributions do not violate any applicable law, regulation, or rule.
10. Your Contributions do not violate the privacy or publicity rights of any third party.
11. Your Contributions do not contain any material that solicits personal information from anyone
the age of 18 or exploits people under the age of 18 in a sexual or violent manner.
12. Your Contributions do not violate any federal or state law concerning child pornography, or
intended to protect the health or well-being of minors;
13. Your Contributions do not include any offensive comments that are connected to race, national
gender, sexual preference, or physical handicap.
14. Your Contributions do not otherwise violate, or link to material that violates, any provision of
things, termination or suspension of your rights to use the Site.
By posting your Contributions to any part of the Site, you automatically grant, and you represent and
that you have the right to grant, to us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive,
transferable, royalty-free, fully-paid, worldwide right, and license to host, use, copy, reproduce,
sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display,
translate, transmit, excerpt (in whole or in part), and distribute such Contributions (including, without
limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, and to prepare
derivative works of, or incorporate into other works, such Contributions, and grant and authorize
the foregoing. The use and distribution may occur in any media formats and through any media channels.
This license will apply to any form, media, or technology now known or hereafter developed, and includes
use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks,
trade names, logos, and personal and commercial images you provide. You waive all moral rights in your
Contributions, and you warrant that moral rights have not otherwise been asserted in your
We do not assert any ownership over your Contributions. You retain full ownership of all of your
and any intellectual property rights or other proprietary rights associated with your Contributions. We are
liable for any statements or representations in your Contributions provided by you in any area on the Site.
are solely responsible for your Contributions to the Site and you expressly agree to exonerate us from any
all responsibility and to refrain from any legal action against us regarding your Contributions.
We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise change any
Contributions; (2) to re-categorize any Contributions to place them in more appropriate locations on the
and (3) to pre-screen or delete any Contributions at any time and for any reason, without notice. We have no
obligation to monitor your Contributions.
MOBILE APPLICATION LICENSE
If you access the Site via a mobile application, then we grant you a revocable, non-exclusive,
non-transferable, limited right to install and use the mobile application on wireless electronic devices
or controlled by you, and to access and use the mobile application on such devices strictly in accordance
decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the application;
make any modification, adaptation, improvement, enhancement, translation, or derivative work from the
application; (3) violate any applicable laws, rules, or regulations in connection with your access or use of
application; (4) remove, alter, or obscure any proprietary notice (including any notice of copyright or
trademark) posted by us or the licensors of the application; (5) use the application for any revenue
endeavor, commercial enterprise, or other purpose for which it is not designed or intended; (6) make the
application available over a network or other environment permitting access or use by multiple devices or
at the same time; (7) use the application for creating a product, service, or software that is, directly or
indirectly, competitive with or in any way a substitute for the application; (8) use the application to send
automated queries to any website or to send any unsolicited commercial e-mail; or (9) use any proprietary
information or any of our interfaces or our other intellectual property in the design, development,
licensing, or distribution of any applications, accessories, or devices for use with the application.
Apple and Android Devices
The following terms apply when you use a mobile application obtained from either the Apple Store or Google
(each an “App Distributor”) to access the Site: (1) the license granted to you for our mobile application is
limited to a non-transferable license to use the application on a device that utilizes the Apple iOS or
operating systems, as applicable, and in accordance with the usage rules set forth in the applicable App
Distributor’s terms of service; (2) we are responsible for providing any maintenance and support services
respect to the mobile application as specified in the terms and conditions of this mobile application
Distributor has no obligation whatsoever to furnish any maintenance and support services with respect to the
mobile application; (3) in the event of any failure of the mobile application to conform to any applicable
warranty, you may notify the applicable App Distributor, and the App Distributor, in accordance with its
and policies, may refund the purchase price, if any, paid for the mobile application, and to the maximum
permitted by applicable law, the App Distributor will have no other warranty obligation whatsoever with
to the mobile application; (4) 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
(5) you must comply with applicable third-party terms of agreement when using the mobile application, e.g.,
you have a VoIP application, then you must not be in violation of their wireless data service agreement when
using the mobile application; and (6) you acknowledge and agree that the App Distributors are third-party
beneficiaries of the terms and conditions in this mobile application license contained in these Terms of
and that each App Distributor will have the right (and will be deemed to have accepted the right) to enforce
third-party beneficiary thereof.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information
regarding the Site ("Submissions") provided by you to us are non-confidential and shall become our sole
property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled
the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise,
without acknowledgment or compensation to you. You hereby waive all moral rights to any such Submissions,
you hereby warrant that any such Submissions are original with you or that you have the right to submit such
Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or
misappropriation of any proprietary right in your Submissions.
THIRD-PARTY WEBSITES AND CONTENT
The Site may contain (or you may be sent via the Site) links to other websites ("Third-Party Websites") as
as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications,
software, and other content or items belonging to or originating from third parties ("Third-Party Content").
Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy,
appropriateness, or completeness by us, and we are not responsible for any Third-Party Websites accessed
the Site or any Third-Party Content posted on, available through, or installed from the Site, including the
content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or
the Third-Party Websites or the Third-Party Content. Inclusion of, linking to, or permitting the use or
installation of any Third-Party Websites or any Third-Party Content does not imply approval or endorsement
thereof by us. If you decide to leave the Site and access the Third-Party Websites or to use or install any
You should review the applicable terms and policies, including privacy and data gathering practices, of any
website to which you navigate from the Site or relating to any applications you use or install from the
Any purchases you make through Third-Party Websites will be through other websites and from other companies,
we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the
applicable third party. You agree and acknowledge that we do not endorse the products or services offered on
Third-Party Websites and you shall hold us harmless from any harm caused by your purchase of such products
services. Additionally, you shall hold us harmless from any losses sustained by you or harm caused to you
relating to or resulting in any way from any Third-Party Content or any contact with Third-Party
We allow advertisers to display their advertisements and other information in certain areas of the Site,
as sidebar advertisements or banner advertisements. If you are an advertiser, you shall take full
for any advertisements you place on the Site and any services provided on the Site or products sold through
those advertisements. Further, as an advertiser, you warrant and represent that you possess all rights and
authority to place advertisements on the Site, including, but not limited to, intellectual property rights,
publicity rights, and contractual rights. As an advertiser, you agree that such advertisements are subject
our Digital Millennium Copyright Act (“DMCA”) Notice and Policy provisions as described below, and you
understand and agree there will be no refund or other compensation for DMCA takedown-related issues. We
provide the space to place such advertisements, and we have no other relationship with advertisers.
U.S. GOVERNMENT RIGHTS
Our services are “commercial items” as defined in Federal Acquisition Regulation (“FAR”) 2.101. If our
are acquired by or on behalf of any agency not within the Department of Defense (“DOD”), our services are
(for technical data). If our services are acquired by or on behalf of any agency within the Department of
Acquisition Regulation (“DFARS”) 227.7202‑3. In addition, DFARS 252.227‑7015 applies to technical data
by the DOD. This U.S. Government Rights clause is in lieu of, and supersedes, any other FAR, DFARS, or other
clause or provision that addresses government rights in computer software or technical data under these
We reserve the right, but not the obligation, to: (1) monitor the Site for violations of these Terms of
(2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these
Use, including without limitation, reporting such user to law enforcement authorities; (3) in our sole
discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the
extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole
and without limitation, notice, or liability, to remove from the Site or otherwise disable all files and
that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Site in
manner designed to protect our rights and property and to facilitate the proper functioning of the Site.
. By using the Site, you agree to be bound
access the Site from the European Union, Asia, or any other region of the world with laws or other
governing personal data collection, use, or disclosure that differ from applicable laws in the United
then through your continued use of the Site, you are transferring your data to the United States, and you
expressly consent to have your data transferred to and processed in the United States. Further, we do not
knowingly accept, request, or solicit information from children or knowingly market to children. Therefore,
accordance with the U.S. Children’s Online Privacy Protection Act, if we receive actual knowledge that
under the age of 13 has provided personal information to us without the requisite and verifiable parental
consent, we will delete that information from the Site as quickly as is reasonably practical.
DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA) NOTICE AND POLICY
We respect the intellectual property rights of others. If you believe that any material available on or
the Site infringes upon any copyright you own or control, please immediately notify our Designated Copyright
Agent using the contact information provided below (a “Notification”). A copy of your Notification will be
to the person who posted or stored the material addressed in the Notification. Please be advised that
to federal law you may be held liable for damages if you make material misrepresentations in a Notification.
Thus, if you are not sure that material located on or linked to by the Site infringes your copyright, you
consider first contacting an attorney.
All Notifications should meet the requirements of DMCA 17 U.S.C. § 512(c)(3) and include the following
information: (1) A physical or electronic signature of a person authorized to act on behalf of the owner of
exclusive right that is allegedly infringed; (2) identification of the copyrighted work claimed to have been
infringed, or, if multiple copyrighted works on the Site are covered by the Notification, a representative
of such works on the Site; (3) identification of the material that is claimed to be infringing or to be the
subject of infringing activity and that is to be removed or access to which is to be disabled, and
reasonably sufficient to permit us to locate the material; (4) information reasonably sufficient to permit
contact the complaining party, such as an address, telephone number, and, if available, an email address at
which the complaining party may be contacted; (5) a statement that the complaining party has a good faith
that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or
law; and (6) a statement that the information in the notification is accurate, and under penalty of perjury,
that the complaining party is authorized to act on behalf of the owner of an exclusive right that is
If you believe your own copyrighted material has been removed from the Site as a result of a mistake or
misidentification, you may submit a written counter notification to [us/our Designated Copyright Agent]
the contact information provided below (a “Counter Notification”). To be an effective Counter Notification
the DMCA, your Counter Notification must include substantially the following: (1) identification of the
that has been removed or disabled and the location at which the material appeared before it was removed or
disabled; (2) a statement that you consent to the jurisdiction of the Federal District Court in which your
address is located, or if your address is outside the United States, for any judicial district in which we
located; (3) a statement that you will accept service of process from the party that filed the Notification
the party's agent; (4) your name, address, and telephone number; (5) a statement under penalty of perjury
you have a good faith belief that the material in question was removed or disabled as a result of a mistake
misidentification of the material to be removed or disabled; and (6) your physical or electronic signature.
If you send us a valid, written Counter Notification meeting the requirements described above, we will
your removed or disabled material, unless we first receive notice from the party filing the Notification
informing us that such party has filed a court action to restrain you from engaging in infringing activity
related to the material in question. Please note that if you materially misrepresent that the disabled or
removed content was removed by mistake or misidentification, you may be liable for damages, including costs
attorney's fees. Filing a false Counter Notification constitutes perjury.
Designated Copyright Agent
Attn: Copyright Agent
TERM AND TERMINATION
LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR
REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR
PARTICIPATION IN THE SITE OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME,
WITHOUT WARNING, IN OUR SOLE DISCRETION.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a
account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting
behalf of the third party. In addition to terminating or suspending your account, we reserve the right to
appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of the Site at any time or for any reason at
sole discretion without notice. However, we have no obligation to update any information on our Site. We
reserve the right to modify or discontinue all or part of the Site without notice at any time. We will not
liable to you or any third party for any modification, price change, suspension, or discontinuance of the
We cannot guarantee the Site will be available at all times. We may experience hardware, software, or other
problems or need to perform maintenance related to the Site, resulting in interruptions, delays, or errors.
reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Site at any time
for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage,
inconvenience caused by your inability to access or use the Site during any downtime or discontinuance of
supply any corrections, updates, or releases in connection therewith.
State of New York applicable to agreements made and to be entirely performed within the State of New York,
without regard to its conflict of law principles.
To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms of
(each a "Dispute" and collectively, the “Disputes”) brought by either you or us (individually, a “Party” and
collectively, the “Parties”), the Parties agree to first attempt to negotiate any Dispute (except those
expressly provided below) informally for at least thirty (30) days before initiating arbitration. Such
negotiations commence upon written notice from one Party to the other Party.
If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute (except those
Disputes expressly excluded below) will be finally and exclusively resolved by binding arbitration. YOU
UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The
arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American
Association ("AAA") and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes
("AAA Consumer Rules"), both of which are available at the AAA website www.adr.org. Your arbitration fees
your share of arbitrator compensation shall be governed by the AAA Consumer Rules and, where appropriate,
limited by the AAA Consumer Rules. If such costs are determined to by the arbitrator to be excessive, we
pay all arbitration fees and expenses. The arbitration may be conducted in person, through the submission of
documents, by phone, or online. The arbitrator will make a decision in writing, but need not provide a
of reasons unless requested by either Party. The arbitrator must follow applicable law, and any award may be
challenged if the arbitrator fails to do so. Except where otherwise required by the applicable AAA rules or
applicable law, the arbitration will take place in USA County, New York. Except as otherwise provided
the Parties may litigate in court to compel arbitration, stay proceedings pending arbitration, or to
modify, vacate, or enter judgment on the award entered by the arbitrator.
If for any reason, a Dispute proceeds in court rather than arbitration, the Dispute shall be commenced or
prosecuted in the state and federal courts located in Onondaga County County, New York, and the Parties
consent to, and waive all defenses of lack of personal jurisdiction, and forum non conveniens with respect
venue and jurisdiction in such state and federal courts. Application of the United Nations Convention on
Contracts for the International Sale of Goods and the the Uniform Computer Information Transaction Act
In no event shall any Dispute brought by either Party related in any way to the Site be commenced more than
(1) years after the cause of action arose. If this provision is found to be illegal or unenforceable, then
neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be
illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the
courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that
The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To
full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no
right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action
procedures; and (c) there is no right or authority for any Dispute to be brought in a purported
capacity on behalf of the general public or any other persons.
Exceptions to Informal Negotiations and Arbitration
The Parties agree that the following Disputes are not subject to the above provisions concerning informal
negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the
of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from,
of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this
provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute
falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be
decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the
agree to submit to the personal jurisdiction of that court.
There may be information on the Site that contains typographical errors, inaccuracies, or omissions,
descriptions, pricing, availability, and various other information. We reserve the right to correct any
inaccuracies, or omissions and to change or update the information on the Site at any time, without prior
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SITE AND OUR
WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR
IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR
REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES
TO THE SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES
CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR
ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND
PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF
TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED
OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR
ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR
MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT
SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR
MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY
RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR
WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST
JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY
INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST
REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF
POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU
ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT
IF ANY, BY YOU TO US DURING THE SIX (6) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING . CERTAIN STATE
DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE
APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of
respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim,
demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of:
party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any
user of the Site with whom you connected via the Site. Notwithstanding the foregoing, we reserve the right,
your expense, to assume the exclusive defense and control of any matter for which you are required to
us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable
to notify you of any such claim, action, or proceeding which is subject to this indemnification upon
aware of it.
We will maintain certain data that you transmit to the Site for the purpose of managing the performance of
Site, as well as data relating to your use of the Site. Although we perform regular routine backups of data,
are solely responsible for all data that you transmit or that relates to any activity you have undertaken
the Site. You agree that we shall have no liability to you for any loss or corruption of any such data, and
hereby waive any right of action against us arising from any such loss or corruption of such data.
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the Site, sending us emails, and completing online forms constitute electronic communications. You
consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and
communications we provide to you electronically, via email and on the Site, satisfy any legal requirement
such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS,
OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR
COMPLETED BY US OR VIA THE SITE. You hereby waive any rights or requirements under any statutes,
rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or
retention of non-electronic records, or to payments or the granting of credits by any means other than
CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of
Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North
Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any
of Use operate to the fullest extent permissible by law. We may assign any or all of our rights and
to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act
caused by any cause beyond our reasonable control. If any provision or part of a provision of these Terms of
is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed
provisions. There is no joint venture, partnership, employment or agency relationship created between you
against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the
In order to resolve a complaint regarding the Site or to receive further information regarding use of the
please contact us at: https://gem4d.com/support