Terms of Service

 

Welcome to www.Predictable.ly. All references to Predictable.ly herein shall be deemed to include Predictablely Inc. (“Predictable.ly,” “our,” “us” or “we”). These Terms of Service (“TOS”) apply to all users of the network of websites known as Predictable.ly (collectively, the “Site”), as well as users of our services, including any software, applications, web tools, widgets, plug-ins, components, technologies, or programs that we created for purposes of using the Site or our services (collectively, the “Services”), and whether you access the Site directly or through a third party website or via one or more of the Services. Please read the TOS carefully, by using the Site or the Services, you confirm your acceptance of the TOS.

 

Predictable.ly reserves the right to update or change these TOS at any time by posting the most current version of the TOS on the Site. Your continued use of the Service after we post any changes to the TOS signifies your agreement to such changes. If you do not agree to these TOS, you must discontinue using the Site and all Services.

 

Access

To use this Site and Services offered, you must be 16 years old or older. By accessing this Site or Services, you are certifying that you are at least 16 years of age. We provide Predictable.ly only for your personal, non-commercial use, and not for business use, so you may not accept or agree to these TOS on behalf of a company or other legal entity. Any commercial use will be governed by the corresponding commercial agreements entered into between Predictable.ly and the corresponding party(ies). Use of the Site and the Services is void where prohibited.

 

Privacy

We have established a Privacy Policy to explain to users how we may collect and use certain information. You can read the Privacy Policy on our Site. Your use of the Site and the Services signifies your acknowledgement of, and agreement to, that Privacy Policy.

 

Third-Party Links, Sites and Services

Links to third-party websites may be accessible on the Site or through our Services. We do not endorse or assume any responsibility for any such third party website, information, materials, products, or services. If you access any third party website, service or content from Predictable.ly, you do so at your own risk and you agree that Predictable.ly will have no liability arising from your use of or access to any third party website, service or content.

 

Intellectual Property

The Site and all material published on the, including, but not limited to text, photographs, video, graphics, music, sounds, messages, comments, ratings, and other materials is owned by Predictable.ly or its licensors and is protected by copyright, patents, trademarks, trade secrets and/or other proprietary rights, including under the United States copyright laws. Predictable.ly owns a copyright in the selection, coordination, arrangement and enhancement of such content and a copyright in the Site.

 

All trademarks appearing on this Site (“Marks“) are trademarks of their respective owners, including Predictable.ly, its affiliates and its partners. Users are prohibited from using any Marks without the written permission of Predictable.ly or such third party that may own the Marks.

 

Content on the Site is provided AS IS for your information and personal use only. You may not copy, publish, transmit, distribute, perform, sell, create derivative works of, or in any way exploit, any of the content, in whole or in part, without Predictable.ly’s prior written consent.

 

Disclaimer

YOU UNDERSTAND THAT YOUR USE OF THE SITE AND SERVICES (INCLUDING ANY DOWNLOADS OR ANY LOSS OF DATA OR OTHER DAMAGE TO YOUR COMPUTER SYSTEM YOU EXPERIENCE FROM USING THE SITE AND SERVICES) IS AT YOUR SOLE RISK. YOU UNDERSTAND THAT THE SITE AND SERVICES AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THIRD PARTY INFORMATION, PRODUCTS AND CONTENT INCLUDED IN OR ACCESSIBLE FROM THE SITE OR SERVICES), ARE PROVIDED ON AN “AS IS” “WHERE-IS” AND “WHERE AVAILABLE” BASIS, AND ARE SUBJECT TO CHANGE AT ANY TIME WITHOUT NOTICE TO YOU. YOU ACKNOWLEDGE THAT PREDICTABLE.LY MAKES NO WARRANTY THAT THE SITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. YOU UNDERSTAND THAT PREDICTABLE.LY DOES NOT WARRANT THAT THE RESULTS OBTAINED FROM YOUR USE OF THE SITE OR SERVICES WILL MEET YOUR EXPECTATIONS. NO WARRANTY OF ANY KIND, WHETHER ORAL OR WRITTEN, CAN MODIFY THE TERMS OF THE DISCLAIMER SET FORTH IN THIS DOCUMENT. YOUR USE OF THE SITE OR SERVICES, OR ANY CONTENT, FEATURES OR FUNCTIONALITIES RELATED THERETO IS AT YOUR OWN RISK. IF YOU ARE DISSATISFIED WITH ANY OF THE MATERIALS CONTAINED IN THE SITE OR SERVICES, OR WITH ANY OF THESE TOS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SITE, SERVICES, FEATURES AND/OR FUNCTIONALITIES.

 

TO THE FULLEST EXTENT PERMITTED BY LAW, PREDICTABLE.LY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS OF ANY KIND (EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS) AS TO THE SITE AND SERVICES AND ALL INFORMATION, PRODUCTS, AND OTHER CONTENT (INCLUDING THIRD PARTY INFORMATION, PRODUCTS, AND CONTENT) INCLUDED IN OR ACCESSIBLE FROM THE SITE AND SERVICES.

 

Limitation of Liability

IN NO EVENT WILL WE OR OUR AFFILIATES, RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS AND/OR SUPPLIERS BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THIS CONTRACT OR YOUR USE OF THE SITE OR SERVICES, EVEN IF WE OR SUCH OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION OF DAMAGES IS INDEPENDENT OF YOUR EXCLUSIVE REMEDY AND SURVIVES IN THE EVENT SUCH REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR IS OTHERWISE DEEMED UNENFORCEABLE. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (1) BREACH OF CONTRACT, (2) BREACH OF WARRANTY, (3) NEGLIGENCE, OR (4) ANY OTHER CAUSE OF ACTION, TO THE EXTENT SUCH EXCLUSION AND LIMITATIONS ARE NOT PROHIBITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN DAMAGES, WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

 

WE MAY CHANGE OR SUSPEND ACCESS TO THE SITE AND/OR SERVICES, AND WE MAY DELETE FEATURES OF THE SAME, AT ANY TIME AND FOR ANY REASON OR FOR NO REASON. WE ARE NOT RESPONSIBLE OR LIABLE FOR (1) ANY CONTENT, INCLUDING WITHOUT LIMITATION, ANY INFRINGING, INACCURATE, OBSCENE, INDECENT, THREATENING, OFFENSIVE, DEFAMATORY, TORTIOUS, OR ILLEGAL CONTENT, WHETHER IT IS PROVIDED BY USERS OR THIRD PARTIES OR (2) ANY THIRD PARTY CONDUCT OR THIRD PARTY CONTENT, TRANSMISSIONS OR DATA. IN ADDITION, WE ARE NOT RESPONSIBLE OR LIABLE FOR (1) ANY VIRUSES OR OTHER DISABLING FEATURES THAT AFFECT YOUR ACCESS TO OR USE OF THE SITE AND SERVICES; (2) ANY INCOMPATIBILITY BETWEEN THE SITE AND THE SERVICES AND SERVICES AND OTHER WEB SITE, SOFTWARE, AND OR HARDWARE; (3) ANY DELAYS OR FAILURES YOU MAY EXPERIENCE IN INITIATING, CONDUCTING, OR COMPLETING ANY TRANSMISSIONS OR TRANSACTIONS ON, WITH, OR IN CONNECTION WITH THE SITE AND SERVICES IN AN ACCURATE OR TIMELY MANNER; (4) ANY LOSS OF DATA, INCLUDING, WITHOUT LIMITATION, DAMAGED OR LOST USER FILES, THAT YOU MAY EXPERIENCE THROUGH OR AS A RESULT OF YOUR USE OF THE SITE AND/OR SERVICES; OR (5) ANY DAMAGES OR COSTS OF ANY TYPE ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THE SITE AND THE SERVICES, AND THE APPLICATIONS AND SERVICES AVAILABLE FROM THIRD PARTIES AND/OR THROUGH LINKS ON OR FROM THE SITE AND SERVICES.

 

IF YOU ARE DISSATISFIED WITH THE SITE OR THE SERVICES, IF YOU DO NOT AGREE WITH ANY PART OF THIS CONTRACT, OR IF YOU HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST ANY PARTY WITH RESPECT TO THIS AGREEMENT, THE SITE OR THE SERVICES, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE, AND THE SERVICES.

 

In the event that, notwithstanding the foregoing disclaimers and indemnifications, we are found responsible to any user for any reason whatsoever, our responsibility shall be limited to the amounts such user has actually paid us for that user’s use of the Site or the Services, and shall not include punitive damages or consequential or resulting damages of any kind.

 

Release

Because Predictable.ly does not supervise or control the interactions among or between users, and because Predictable.ly has very limited control, if any, over the quality, safety, morality, legality, truthfulness or accuracy of various aspects of the Site and Services you agree that you bear all risk and you agree to release Predictable.ly (and its officers, directors, shareholders, agents, employees, affiliates, subsidiaries, and third party partners) and its designees from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, now and in the future, arising out of or in any way connected with your access of the Site or any Service, and/or Predictable.ly resolution of any disputes among users (if any). You further waive any and all rights and benefits otherwise conferred by any statutory or non-statutory law of any jurisdiction that would purport to limit the scope of a release or waiver to the full extent that you may lawfully waive all such rights and benefits.

 

Termination

We can suspend or terminate your access to the Site or the Services, in whole or in part, at any time, immediately and without notice for any reason in Predictable.ly’s sole discretion, including without limitation, if you fail to comply with any of these TOS or other posted policy or guideline or your conduct is detrimental to our business or Predictable.ly community. Any decision Predictable.ly makes relating to suspension or termination of any user’s use shall be final and binding. In the event of suspension or termination, you are no longer authorized to access the Site or the Services and you shall continue to be bound by the disclaimers, limitations of liabilities, arbitration provision, governing law and jurisdiction set forth in the TOS.

 

Predictable.ly reserves the right to change, discontinue, or suspend the Site or any of the Services at any time for any reason.

 

Assignment

These TOS, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Predictable.ly without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

 

Governing Law, Arbitration and Jurisdiction

These TOS shall be governed by the law of the state of New York, without respect to its conflict of laws principles. For any dispute you have with Predictable.ly, you agree to first contact us and attempt to resolve the dispute with us informally. If a resolution cannot be achieved informally, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive relief or other equitable relief) arising out of or relating to these TOS, your use of the Site, or the Services shall be resolved by arbitration in accordance with the then-current Commercial Arbitration Rules of the American Arbitration Association (the “AAA”), except as provided herein. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules. The arbitration shall be before one independent arbitrator designated by the AAA. The location of the arbitration shall be New York, New York, unless you and Predictable.ly agree otherwise. The award rendered by the arbitrator shall include costs of arbitration, reasonably attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property or unauthorized access to the Site or Services. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND PREDICTABLE.LY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

 

Entire Agreement

These TOS constitute the entire and exclusive understanding and agreement between Predictable.ly and you relating to your access and use of the Site or the Services. These TOS supersede and replace any and all prior or contemporaneous oral or written understandings or agreements between Predictable.ly and you.

 

Section Headings, Severability, and Waiver

The section headings in these TOS are for convenience only and shall not be used in the interpretation of any provision. If any provision of these TOS is determined to be invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these TOS will remain in full force and effect. The failure of Predictable.ly to partially or fully exercise any rights or the waiver of Predictable.ly of any breach of these TOS by you, shall not prevent a subsequent exercise of such right by Predictable.ly or be deemed a waiver by Predictable.ly of any subsequent breach by you of the same or any other term of these TOS. The rights and remedies of Predictable.ly under these TOS and any other applicable agreement between you and Predictable.ly shall be cumulative, and the exercise of any such right or remedy shall not limit Predictable.ly’s right to exercise any other right or remedy.