1 GENERAL INFORMATION
1.1 EVENFLOW SERVICES
These Terms of Service (these “Terms”) contain the terms and conditions on which Evenflow Inc., its subsidiaries and/or affiliates, may supply you content, products or services through www.getevenflow.com (the “Website”), our applications (the “Apps”), or via partner websites or other delivery methods to you (all of the foregoing collectively referred to herein as the “Services”). Please read these Terms carefully before ordering any Services from the Website or third party App stores (e.g. the Apple App Store, the Android Play Store, Amazon, etc.). The terms “Evenflow,” “us” or “we” as used herein refer to Evenflow Inc. The term “Device” refers to the device on which you access the Services including but not limited a computers, smart phone, or tablets. The term “you” as used herein refers to the you, the user of the Services. By ordering any Service from the Website, accessing the App, or otherwise using or accessing the Services (collectively, an “Order”), and/or click the button to accept and agree to these Terms, you acknowledge and agree that: (A) you have read these Terms; (B) you understand all of the terms and conditions of these Terms; and (C) you agree to be bound by all of the terms and conditions set forth herein and all applicable laws, rules and regulations. If you are asked to click “I accept” at anytime prior to your purchase of or other access to the Services and you do not click “I accept”, you will not be able to complete such purchase or gain such access. By using the Website or other Services you agree to abide by these Terms. If you do not agree to be bound by these Terms, you may not use the Website or any other Services.
All correspondence to Evenflow including any queries you may have regarding your use of the Website or other Services or these Terms should be sent to our contact email address (info@Evenflow.io)
1.2 BASIS OF SALE
(a) These Terms and your Order set out the whole agreement between you and us for the supply of the Services. In order to participate in certain Services, you may be notified by us that you are required to agree to additional terms and conditions. Unless otherwise provided by the additional terms and conditions applicable to such Services, those additional terms are hereby incorporated into these Terms.
(b) Please check that the details in these Terms and on the Order are complete and accurate before you use or commit yourself to purchase the Services. If you think that there is a mistake, please make sure that you ask us to confirm any changes in writing. Only statements and representations made in writing by an officer of Evenflow are binding.
(c) All sales throughout the world are processed by Evenflow, Inc. (US).
1.3 CHANGES TO TERMS
We reserve the right to revise and amend these Terms from time to time without notice at our sole discretion, based on, without limitation, changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our system's capabilities. Your continued use of the Services after such changes are made conclusively demonstrates your acceptance of such changes. If you do not agree to such changes you must notify us immediately.
2 MEMBERSHIPS AND SUBSCRIPTIONS
2.1 BECOMING A MEMBER
You may sign up as a Evenflow registered user (a “Member) on the Website free of charge. To become a Member follow the instructions provided on the website, submit your email address, and create a username and password to be used in conjunction with that email address.
By placing an Order through the Website or other Services, you warrant that:
(a) You are legally capable of entering into binding contracts;
(b) You are at least 13 years old and if younger than 18 years old, that your placement of an Order is done so with the consent of your parents, guardians, authorized school officials, or counselors;
(c) All registration information you submit is truthful and accurate;
(d) You will maintain the accuracy of such information; and
(e) Your use of the Website or other Services does not violate any applicable law or regulation.
2.2 ONCE A MEMBER
You are responsible for maintaining the confidentiality of your account, password and other User Information and for restricting access to your Device to further help protect such information. You are responsible for updating your User Information.
2.3 USE OF EVENFLOW BY MINORS
Children between the ages of 13 and 18 or the age of majority in their jurisdiction of residence ("Minors") may use the Services. Evenflow recommends, but does not require, that use by such Minors be done with the guidance and support of their parents, guardians, authorized school officials, or other qualified adults. If you are a parent or guardian and you allow your Minor to use the Services, you agree to be bound by the Minor's use of the Services and by these Terms. Children under the age of 13 are not permitted to use the Services. If you are under the age of 13, please do not attempt to access or use the Services.
As a Member you will receive access to certain sections, features and functions of the Website that are not available to non-members.
By agreeing to become a Member you opt in to receiving occasional special offer, marketing, and program related communication emails. You can easily unsubscribe from these emails by following the opt-out instruction in these emails.
Evenflow memberships and subscriptions are not transferable and therefore cannot be sold or exchanged or transferred in any way whatsoever.
(a) Evenflow account holders may access the Services in two ways:
(i) Free Trial: a free-of-charge service, which gives unlimited access to the Foundations category of content.
(ii) Paid Subscription: a subscription fee-based service which gives access to all content including and beyond the free content.
All subscription services provide access through the Website and the Apps. You can become a subscriber by purchasing a subscription to the Services from the Website or within the Apps, where allowed by the App marketplace partners.
Please note that if you purchase a subscription through the Apple iPhone App Store or our iPhone application, the sale is final, and we will not provide a refund. Your purchase will be subject to Apple’s applicable payment policy, which also may not provide for refunds.
(b) Evenflow offers monthly, annual, multi-year and forever subscription options. For the purposes of our Monthly, Yearly and Two-Year subscriptions, a month constitutes 30 calendar days, a year constitutes 365 calendar days and two years constitutes 730 calendar days. For the purposes of our Forever subscription, forever constitutes 100 years or until the date Evenflow ceases to commercially offer the Services.
(c) Our “Monthly” subscription is paid in monthly installments. For each month that your monthly subscription is active, you acknowledge and agree that Evenflow is authorized to charge the same credit card or other payment method (the “Payment Method”) as was used for the initial subscription fee in the amount of the then current monthly subscription fee. The monthly renewal subscription fees will continue to be billed to the Payment Method you provided, automatically until cancelled. You must cancel your subscription before it renews each month in order to avoid billing of the next month's subscription fee to the Payment Method you provided. Refunds cannot be claimed for any partial-month subscription period.
(d) Our “Yearly” and “Two Year” subscriptions are paid for by an upfront one-off payment with automatic annual or two-year renewals respectively. You acknowledge and agree that Evenflow is authorized to charge the Payment Method used for the initial annual or two-year subscription fee at the then current annual or two-year subscription fee. You must cancel your subscription before it renews in order to avoid billing of the renewal subscription fee to the Payment Method you provided. Refunds cannot be claimed for any partial subscription period.
(e) Our “Forever” subscription is paid for by a one-off upfront payment.
(f) You may discontinue auto-renewals of your subscription at any time by logging into your account and updating your account settings to non-renewal or by emailing info@Evenflow.io.
(g) You agree to promptly notify Evenflow of any changes to the Payment Method you provided while any subscriptions remain outstanding. You are responsible for all applicable fees and charges incurred, including applicable taxes, and all subscriptions purchased by you.
(h) Our obligation to provide a Service only comes into being when we take receipt of your Order, and we confirm your purchase to you by email. We shall confirm your Order and assign you with an email to confirm your access to the subscription purchased. Please quote the Order number in all subsequent correspondence with us. Prices in US Dollars and Euros include local taxes. All prices in Pound Sterling include VAT unless otherwise stated. You agree not to hold us responsible for banking charges incurred due to payments on your account. If payment is not received by us from the Payment Method you provided, you agree to pay all amounts due upon demand by us. You agree that you are not permitted to resell any Services purchased through Evenflow.
2.6 DEVICE REQUIREMENTS
To enjoy Evenflow via your smartphone or other Device, your Device must satisfy certain system requirements. These requirements can be found on the Website and the Google, Apple and Amazon App marketplaces.
2.7 (intentionally left blank)
2.8 CORPORATE AND OTHER CONSUMER COMMUNITIES
While Evenflow is a consumer products company, there is increasing interest by large consumer communities (corporations, universities, hospitals, etc.) (“Communities”) to introduce the Services to their employees and members. In some cases, these Communities may supplement these Terms with their own terms and conditions. In such event, these Community terms and conditions shall also apply to your use of the Services. In the event of any conflict with such additional terms and these Terms, these Terms shall prevail.
2.9 CHANGING FEES AND CHARGES
We may at any time and from time to time, in our sole discretion, change the fees and charges, or add new fees and charges, in relation to any of the Services. We will notify you by email at least 30 calendar days in advance of any such change. If you do not agree to the change, you may cancel your membership or subscription in your account settings or by emailing info@Evenflow.io.
3 CANCELLATION OF SERVICES
3.1 CANCELLATION BY YOU
You may cancel a Monthly subscription at any time. Cancellation is effective at the end of the applicable monthly period. Please make any such cancellation through your account settings.
You may cancel our Yearly, Two-Year and Forever subscription plans within the 30 day money back guarantee offer, which entitles you to cancel your subscription and have the full cost refunded to you up to 30 calendar days from your first date of payment. To request a refund, you must email us at info@Evenflow.io with the reason why you would like a refund and proof of purchase. No such refunds will apply to subsequent automatic renewals of the Yearly and Two Year subscriptions or subscriptions purchased through the Apple iTunes Store or our iPhone application.
Please note that if you purchase a subscription through the Apple iTunes Store or our iPhone application, you may cancel automatic renewal of paid In-App Subscriptions by selecting “Manage App Subscriptions” in your iTunes Account settings and selecting the subscription you want to modify.
3.2 CANCELLATION BY US
We may suspend or terminate your use of the Services as a result of your fraud or breach of any obligation under these Terms. Such termination or suspension may be immediate and without notice. A breach of these Terms, includes, without limitation, the sharing of account information with any third party, or the unauthorized copying or download of our audio or video content from the Website or the Apps.
3.3 PROMOTION CODES
Any promotion code or offer provided by us may not be used in conjunction with any other promotion code or offer, past or present. Introductory offers are only available to new users of the Services, except where expressly stated otherwise. Previous users or trial users of the Services do not qualify as a new user. No promotion code or discount will apply to corporate or other Community subscriptions.
4 PROHIBITED USE OF THE SERVICES
4.1 You agree not to upload, post, email or otherwise send or transmit or introduce any material that contains software viruses or any other computer code, files or programs designed to interrupt, harm, damage, destroy or limit the functionality of any computer software or hardware or equipment linked directly or indirectly with the Services or the Services themselves. You agree not to interfere with the servers or networks underlying or connected to the Website or the other Services or to violate any of the procedures, policies or regulations of networks connected to the Website or the other Services. You may not access the Website or the other Services in an unauthorized manner.
4.2 You agree not to impersonate any other person while using the Services, conduct yourself in an offensive manner while using the Services, or use the Services for any illegal, immoral or harmful purpose.
4.3 By breaching the provisions of this section 4, you may commit a criminal offence under applicable laws. We may report any such breach to the relevant law enforcement authorities and we may co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Services will cease immediately.
5 MATERIALS OFFERED THROUGH THE SERVICES
All materials (including software and content whether downloaded or not) contained on the Website or the other Services are owned by Evenflow (or our affiliates and/or third party licensors, where applicable), unless indicated otherwise. You agree and acknowledge that the materials are valuable property and that other than any specific and limited license for use of such materials, you shall not acquire any ownership rights in or to such materials. The materials may not be used except as provided for in these Terms, and any other relevant terms and conditions provided to you without our prior written permission.
You acknowledge and agree that certain materials on the Website and in the other Services are the property of third party licensors and, without prejudice to any and all other rights and remedies available, each such licensor has the right to directly enforce relevant provisions within these Terms against you.
Audio or video content from the Evenflow Journey not explicitly indicated as downloadable may not be downloaded or copied from the Website or the other Services or any Device.
The Website and the other Services are not intended for commercial use. Commercial advertisements, affiliate links, and other forms of solicitation may be removed by us without notice and may result in termination of privileges. You must not use any part of the materials used on the Website or the other Services for commercial purposes without obtaining a written license to do so from us. Material from the Website or the other Services may not be copied or distributed, or republished, or transmitted in any way, without our prior written consent. Any unauthorized use or violation of these Terms immediately and automatically terminates your right to use the Website and the other Services and may subject you to legal liability. You agree not to use the Website or the other Services for illegal purposes (including, without limitation, unlawful, harassing, libelous, invasion of another’s privacy, abusive, threatening or obscene purposes) and you agree that you will comply with all laws, rules and regulations related to your use of the Website and the other Services. Appropriate legal action may be taken for any illegal or unauthorized use of the Website or the other Services.
A limited amount of content will be marked and authorized for the user to share in their personal social channels (Facebook, Twitter, etc.). With respect to content made available by Evenflow through the Services that is specifically identified as available for distribution by you (“Distribution Content”) as part of your blog or other online commentary, analysis or review (“User Commentary”), Evenflow grants you a limited right to download, reproduce and distribute such content over the internet as part of your User Commentary. You may also modify such Distribution Content but only as required to technically enable the display and distribution of such content through your computer systems and over the Internet (e.g. a change in video format or file size) provided such modification does not materially alter the substance or quality of such content. Your display and distribution of Distribution Content may also be subject to other terms and conditions that are set forth in the description of such content in the Services, such as display and distribution of Distribution Content only within specified usage dates. You agree not to publish the Distribution Content with other content that is known by you to be false, inaccurate, or misleading or that is, or that encourages activity or conduct that is, unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libellous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable. Distribution Content may contain clear GIFs or cookies that enable us to collect information with respect to the distribution and consumption of such content.
You may not otherwise download, display, copy, reproduce, distribute, modify, perform, transfer, create derivative works from, sell or otherwise exploit any content, code, data or materials on the Services. If you make other use of the Services, or the content, code, data or materials thereon, except as otherwise provided above, you may violate copyright and other laws of the United States, other countries, as well as applicable state laws and may be subject to liability for such unauthorized use. Evenflow will enforce its intellectual property rights to the fullest extent of the law, including the seeking of criminal prosecution.
5.2 TRADE MARKS
Evenflow, the Evenflow logo and all other Evenflow product or service marks are trademarks of Evenflow. All intellectual property, other trademarks, logos, images, product and company names displayed or referred to on the Website or the other Services are the property of their respective owners. Nothing grants you any license or right to use, alter or remove or copy such material.
Your misuse of the trademarks displayed on the Services is strictly prohibited. Evenflow will enforce its trademark rights to the fullest extent of the law, including the seeking of criminal prosecution.
6 AVAILABILITY OF SERVICES
6.1 Although we aim to offer you the best service possible, we make no promise that the Services will meet your requirements and we cannot guarantee that the Services will be fault free. If a fault occurs in the Services, please report it to us at info@Evenflow.io and we will correct the fault as soon as we reasonably can. If the need arises, we may suspend access to the Services while we address the fault. We will not be liable to you if the Services are unavailable for any period of time.
6.2 Your access to the Services may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or Services. We will restore the Services as soon as we reasonably can. In the event that the Services are unavailable, our usual Order and cancellation deadlines apply; please notify us of changes to your Order via our email info@Evenflow.io.
7 USER MATERIAL
7.1 The Services may let you submit material to us (for example, you may upload material to your profile, post subjects and comments in the community, or comment on various matters in various parts of the Services) including text, files, images, photos, video, sounds and musical or literary works (collectively, “User Material”). User Material does not include the account information you provide when you register as a Member or when you subsequently change that information.
7.2 This section 7 sets out the rights and obligations that each of us have in connection with User Material. If you review or submit User Material you are agreeing to do so in accordance with these Terms. If you do not want to review or submit User Material in accordance with these Terms, then you should not do so.
7.3 We do not systematically review User Material submitted by you or other users. We are not responsible for the content of User Material provided by you or any other user. We do not necessarily endorse any opinion contained in such material. We make no warranties or representations, express or implied, about User Material, including as to its legality or accuracy. We disclaim all liability in connection with User Material to the extent permitted by law.
7.4 We reserve the right, in our sole discretion, to refuse to post or to remove or edit any of your User Material, or to restrict, suspend, or terminate your access to all or any part of the Services, particularly where User Material breaches this section 7, and we may do this with or without prior notice.
7.5 We may link User Material or parts of User Material to other material, including material submitted by other users or created by Evenflow or other third parties. We may use User Material for our internal business purposes, for example, to examine trends or categories and to use those on the Website and other Services or to promote, market or advertise Evenflow. We will not sell your User Material to third parties but you acknowledge that we may indirectly commercially benefit from it, for example, by selling third party advertising which appears next to User Material.
7.6 Each time you submit User Material to us, you represent and warrant to us as follows:
• You own your User Material or have the right to submit it, and in submitting it you will not be infringing any rights of any third party, including intellectual property rights (such as copyright or trade mark), privacy or publicity rights, rights of confidentiality or rights under contract.
• Your User Material is not illegal, obscene, defamatory, threatening, pornographic, harassing, hateful, racially or ethnically offensive, and does not encourage conduct that would be considered a criminal offense, and does not give rise to civil liability, violate any law, or is otherwise deemed inappropriate.
• Your User Material does not advertise any product or service or solicit any business.
• Your User Material does not identify any individual (including by way or name, address or a still picture or video) under the age of 18 and if User Material identifies any individual over the age of 18, you have that person's consent to being identified in exactly that way in your User Material; and in submitting your User Material you are not impersonating any other person.
• You will not collect usernames and/or email addresses of users for the purpose of sending unsolicited email.
• You will not engage in criminal or tortious activity, including fraud, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets or attempt to impersonate another user or person.
• You will not engage in any automated use of the system, such as using scripts to alter our content.
• You will not access, tamper with, or use non-public areas of the Services, Evenflow’s computer systems, or the technical delivery systems of Evenflow’s providers.
• You will not attempt to probe, scan, or test the vulnerability of the Website or any other Evenflow system or network or breach any security or authentication measures.
7.7 We are entitled to identify you to third parties who claim that their rights have been infringed by User Material you have submitted.
7.8 User Material is not considered to be confidential. We do not claim any ownership rights in User Material. However, by submitting User Material you hereby grant Evenflow an irrevocable, perpetual, non-exclusive, royalty free, worldwide license to use, telecast, copy, perform, display, edit, distribute and otherwise exploit the User Material you post on the Website and the other Services, or any portion thereof, and any ideas, concepts, or know how contained therein, with or without attribution, and without the requirement of any permission from or payment to you or to any other person or entity, in any manner (including, without limitation, for commercial, publicity, trade, promotional, or advertising purposes) and in any and all media now known or hereafter devised, and to prepare derivative works of, or incorporate into other works, such User Material, and to grant and authorize sublicenses of the foregoing without any payment of money or any other form of consideration to you or to any third party. Evenflow may include your User Material in Evenflow’s Distribution Content that is made available to others through the Services. Be aware that Evenflow has no control over User Material once it leaves the Services, and it is possible that others may duplicate material found on the Services, including, but not limited to, on other sites on the Internet. You represent and warrant that you own or otherwise control the rights to your User Material. You agree to indemnify Evenflow and its affiliates for all claims arising from or in connection with any claims to any rights in your User Material or any damages arising from your User Material.
7.9 Any inquiries, feedback, suggestions, ideas, or other information or User Material that you provide to us (collectively, "Submissions") will be treated as non-proprietary and non-confidential. By transmitting, uploading, posting, e-mailing, or otherwise submitting Submissions to the Services, you grant, and you represent and warrant that you have the right to grant, to Evenflow an irrevocable, perpetual, non-exclusive, royalty free, worldwide license to use, telecast, copy, perform, display, edit, distribute and otherwise exploit the Submissions, or any portion thereof and any ideas, concepts, or know how contained therein, with or without attribution, and without the requirement of any permission from or payment to you or to any other person or entity, in any manner (including, without limitation, for commercial, publicity, trade, promotional, or advertising purposes) and in any and all media now known or hereafter devised, and to prepare derivative works of, or incorporate into other works, such Submissions, and to grant and authorize sublicenses of the foregoing without any payment of money or any other form of consideration to you or to any third party. You also acknowledge that your Submissions will not be returned to you and that Evenflow has no obligation to acknowledge receipt of or respond to any Submissions. If you make a Submission, you represent and warrant that you own or otherwise control the rights to your Submission. You agree to indemnify Evenflow and its affiliates for all claims arising from or in connection with any claims to any rights in any Submission or any damages arising from any Submission.
8 LINKS TO WEBSITES/SERVICES
8.1 We may provide links to other websites or services for you to access. You acknowledge that any access is at your sole discretion and for your information only. We do not review or endorse any of those websites or services. We are not responsible in any way for:(a) the availability of, (b) the privacy practices of, (c) the content, advertising, products, goods or other materials or resources on or available from, or (d) the use to which others make of these other websites or services. We are also not responsible for any damage, loss or offence caused or alleged to be caused by, or in connection with, the use of or reliance on such websites or services.
8.2 You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link from any website that is not owned by you. The Website and the other Services must not be framed on any other website, nor may you create a link to any part of the Website or the other Services unless you have written permission to do so from Evenflow. We reserve the right to withdraw linking permission with written notice. The website from which you are linking must comply in all respects with the content standards set out in our acceptable use policy. If you wish to make any use of material on the Website or the other Services other than that set out above, please address your request to info@Evenflow.io
9 SERVICES DISCLAIMER
The information contained In the Services is for general information purposes only and provided on an “as is” and “as available” basis. While we endeavor to keep the information up-to-date and correct, we make no representations or warranties of any kind about the completeness, accuracy, reliability, suitability or availability with respect to the Services or the information contained on the Services for any purpose. ALL WARRANTIES, CONDITIONS AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE SERVICES OR THESE TERMS, WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING OR OTHERWISE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PURPOSE, NON-INFRINGEMENT AND CONDITION OF TITLE ARE EXPRESSLY DISCLAIMED. Any reliance you place on such information is therefore strictly at your own risk.
10 MEDICAL DISCLAIMER
10.1 Evenflow is a provider of online and mobile subscriptions for meditation content in the health & wellness space. We are not a medical device, nor do we provide medical advice or therapy. While there is third party evidence that meditation can assist in the prevention and recovery process for a wide array of illnesses as well as in improving a wide array of performance and relationship issues, Evenflow makes no claims or guarantees that this will be the case by using the Services. Any health information or links in the Services, whether provided by Evenflow or any other third party providers, is provided simply for your convenience.
10.2 THE CONTENT AND/OR INFORMATION PROVIDED AS PART OF THE SERVICES DOES NOT CONTAIN OR CONSTITUTE AND SHOULD NOT BE INTERPRETED AS MEDICAL ADVICE, MEDICAL OPINIONS, MEDICAL SERVICES, or therapy, AND THERE IS NO DOCTOR-PATIENT RELATIONSHIP OR THERAPIST-PATIENT RELATIONSHIP BETWEEN EVENFLOW AND YOU. YOU ACKNOWLEDGE AND AGREE THAT WE HAVE NEITHER PROVIDED NOR RENDERED ANY MEDICAL ADVICE or therapy TO YOU. Any advice or other materials PROVIDED AS PART OF THE Services IS intended for general information purposes only AND THE SERVICES are not intended to be relied upon and are not a substitute for professional medical advice based on your personal circumstances. The advice and other materials are intended to support the relationship between you and your healthcare providers and not replace it. IF YOU REQUIRE MEDICAL ADVICE, MEDICAL SERVICES, OR THERAPY, YOU SHOULD CONSULT A MEDICAL PROFESSIONAL DIRECTLY. Any user experiencing serious medical issues, with any type of health condition of physical difficulty that would make it unsafe or unadvisable for them to engage in physical activity, or otherwise needing medical advice should consult their doctor before using any of the Services.
10.3 We are not liable or responsible for any actions taken due to your use or reliance on the information provided as part of the services. In particular, to the fullest extent permitted by law, we make no representation or warranty regarding the accuracy, completeness, or suitability for any purpose of the advice, other materials and information published on the Services. ALL such WARRANTIES, CONDITIONS AND REPRESENTATIONS are expressly disclaimed.
11 END USER LICENSE AGREEMENT
Subject to the terms of this License Agreement (as set out in this section 11), these Terms, and your payment of applicable subscription fees, Evenflow grants you a limited, non-exclusive, revocable license to stream, download and make personal non-commercial use of the Services.
The Services contain or embody copyright material, proprietary material or other intellectual property of Evenflow or its licensors. All right, title and ownership in the Services remains with Evenflow or its licensors, as applicable. The rights to download and use the Services are being licensed to you and are not being sold to you, and you have no rights in the Services other than to use them in accordance with this License Agreement and these Terms.
You agree that you will not and you will not assist or permit any third party to:
• Copy, store, reproduce, transmit, modify, alter, reverse-engineer, emulate, de-compile, or disassemble and Services in any way, or create derivative works of the Services;
• Use the Services or any part of them to create any tool or software product that can be used to create software applications of any nature whatsoever;
• Rent, lease, loan, make available to the public, sell or distribute the Services in whole or in part;
• Tamper with the Services or circumvent any technology used by Evenflow or its licensors to protect any content accessible through the Services;
• Circumvent any territorial restrictions applied to the Services; or
• Use the Services in a way that violates this License Agreement or the other Terms.
You may not make the Services available to the public.
The Services made available (in whole or in part) are owned by Evenflow or its licensors and your use of them must be in accordance with these Terms.
12 DIGITAL MILLENIUM COPYRIGHT ACT (“DMCA”) NOTICE
We are committed to complying with copyright and related laws, and we require all users of the Services to comply with these laws. Accordingly, you may not store any material or content on, or disseminate any material or content over, the Services in any manner that constitutes an infringement of third party intellectual property rights, including rights granted by copyright law. Owners of copyrighted works in the United States who believe that their rights under copyright law have been infringed may take advantage of certain provisions of the US Digital Millennium Copyright Act of 1998 (the “DMCA”) to report alleged infringements. You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is our policy to terminate privileges of any user who repeatedly infringes the copyright rights of others upon receipt of proper notification to us by the copyright owner or the copyright owner's legal agent.
If you feel that a posted message is objectionable or infringing, we encourage you to contact us immediately. Upon our receipt of a proper notice of claimed infringement under the DMCA, we will respond expeditiously to remove, or disable access to, the material claimed to be infringing and will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content in issue. Our designated agent (i.e., the proper party) to whom you should address such notice is listed below.
If you believe that your work has been copied and posted on the Services in a way that constitutes copyright infringement, please provide our designated agent with the following information:
• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
• A description of the copyrighted work or other intellectual property that you claim has been infringed;
• A description of where the material that you claim is infringing is located on the Services;
• Your address, telephone number, and email address;
• A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and
• A statement by you, made under penalty of perjury, that the information contained in your report is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
Our designated agent for notice of claims of copyright infringement can be reached as follows:
By Mail: 1275 E. 6th Street, Suite 8A, Los Angeles, CA 90021
By E-Mail: firstname.lastname@example.org
Subject line: DMCA
Please see 17 U.S.C. § 512(c)(3) for the requirements of a proper notification. If you knowingly misrepresent that any material or activity is infringing, you may be liable for any damages, including costs and attorneys’ fees, we or the alleged infringer may incur because we relied on the misrepresentation when removing or disabling access to the material or activity.
13 GENERAL TERMS AND CONDITIONS
13.2 ASSIGNMENT BY US
Evenflow may transfer its rights and obligations under these Terms to any company, firm or person at any time if it does not materially affect your rights under it. You may not transfer your rights or obligations under these Terms to anyone else. These Terms are personal to you and no third party is entitled to benefit under these Terms except as set out here.
13.3 INDEMNITY BY YOU
You agree to defend, indemnify and hold Evenflow and its directors, officers, members, investors, managers, employees and agents harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys' fees, arising in any way from your use of the Services, your placement or transmission of any message, content, information, software, or other submissions through the Services, or your breach or violation of the law or of these Terms. Evenflow reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Evenflow defense of such claim.
13.4 WARRANTIES AND LIMITATIONS
(a) We warrant to you that any Service purchased from us will, on delivery, conform in all material respects with its description and be of reasonably satisfactory quality.
(b) We warrant that we will use reasonable skill and care in making the Services available to you during your subscription.
(c) Nothing in this sections 13.4 or otherwise in these Terms shall exclude or in any way limit Evenflow’s liability for: fraud; death or personal injury caused by its gross negligence or willful misconduct; or liability to the extent the same may not be excluded or limited as a matter of law.
(d) The Services and their content are otherwise provided on an “as is” and “as available” basis and we make no representations or warranties of any kind with respect to them, including as to the accuracy, completeness or currency of the Services or their content. We assume no liability or responsibility for any errors or omissions in the content of the Services, or any failures, delays, or interruptions in the provision of the Service. We disclaim and exclude any express or implied warranties or representations, including any warranties as to merchantability or fitness for a particular purpose of the Services to the broadest extent permitted by law. We make no warranties or representations, express or implied, as to the timeliness, accuracy, quality, completeness or existence of the content and information posted as part of the Services. We make no warranties or representations, express or implied, for technical accessibility, fitness or flawlessness of the Services. We make no warranties or representations that your use of content and information posted on the Services will not infringe rights of third parties.
(e) All conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity are, to the extent permitted by law, excluded.
13.5 APPLICABLE LAW
Your use of the Services is governed by these Terms and these Terms shall be construed and enforced in accordance with the laws of the State of California, United States without resort to its conflict of law principles. Disputes arising from or in connection with your use of the Services are subject to the exclusive jurisdiction of the US and state courts for the city and county of Los Angeles, California.
We make no representations that the Services are appropriate or available for use outside of the United States. If you access the Services from any other jurisdiction you do so out of your own volition and you are responsible for compliance with all applicable laws.
13.6 NO WAIVER
If we delay exercising or fail to exercise or enforce any right available to us under these Terms, such delay or failure does not constitute a waiver of that right or any other rights under these Terms.
13.7 FORCE MAJEURE
We will not be liable to you for any lack of performance, or the unavailability or failure, of the Services, or for any failure or delay by us to comply with these Terms, where such lack, unavailability or failure arises from any cause beyond our reasonable control.
In these Terms, unless the context requires otherwise: i) any phrase introduced by the words "including", "include", "in particular", "for example" or any similar expression shall be construed as illustrative only and shall not be construed as limiting the generality of any preceding words; and ii) references to the singular include the plural and to the masculine include the feminine, and in each case vice versa.
13.9 WRITTEN COMMUNICATIONS
Applicable laws require that some of the information or communications we send to you should be in writing. When using the Services, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on the Services. You agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.
All notices given by you to us must be given to Evenflow at info@Evenflow.io. We may give notice to you at the e-mail address you provide to us when you register, or in any of the ways specified in section 13.9 above. Notice will be deemed received and properly served immediately when posted on the Services or when an e-mail is sent. In proving the service of any notice, it will be sufficient to prove that such e-mail was sent to the specified e-mail address of the addressee.
If any court or competent authority decides that any of the provisions of these Terms are invalid, unlawful or unenforceable to any extent, the provision will, to that extent only, be severed from the remaining provisions, which will continue to be valid to the fullest extent permitted by law.
13.12 ENTIRE AGREEMENT
These Terms, and any document expressly referred to as being incorporated into these Terms, constitute the whole agreement between us and supersede all previous discussions, correspondence, negotiations, previous arrangement, understanding or agreement between us relating to their subject matter. We each acknowledge that neither of us relies on, or will have any remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not set out in these Terms or the documents referred to in them. Each of us agrees that our only liability in respect of those representations and warranties that are set out in this agreement (whether made innocently or negligently) will be for breach of contract. Nothing in this section limits or excludes any liability for fraud.
13.13 THIRD PARTY RIGHTS
A person who is not party to these Terms will not, subject to section 12 (DMCA), have any rights under or in connection with these Terms.
13.14 OUR LIABILITY
We will use reasonable endeavors to remedy faults in the Services. If we fail to comply with these Terms, we will be liable to you only for the purchase price of the Service in question. In addition, we will not be liable for:
• Faulty operation of computers during the registration process or during completion of a subscription or during the transmission of any data and/or for incorrect or overly slow transmission of data by the internet provider and/or any damage that occurs due to information submitted by you not being received by us or not being received promptly or not being considered, as a consequence of technical faults with our software or hardware (whether or not they are within or outside of our control);
• Any loss or damage due to viruses or other malicious software that may infect your Device, computer equipment, software, data or other property caused by you accessing, using or downloading from the Website or any other Service, or from transmissions via emails or attachments received from us; or
• Any use of websites linked to the Website or the other Services but operated by third parties.
14 Notice for California users
If you are a California resident, you may have these Terms mailed to you electronically by sending a letter to the foregoing address with your e-mail address and a request for these Terms. Under California Civil Code Section 1789.3, California Website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210.
15 NOTICE REGARDING APPLE
Notwithstanding any terms to the contrary herein, the following additional terms will apply to the download of the App for use on the iPhone, iPod Touch or iPad:
You and Evenflow acknowledge that the Terms are solely between you and us, and not with Apple, Inc. ("Apple"), and that we, not Apple, are solely responsible for the Services, the content thereof, maintenance, support services and warranty therefor, and addressing any claims relating thereto. You acknowledge and agree that the availability of the App is dependent on the third party from which you received it, e.g., the Apple iPhone App Store ("App Store"). You agree to pay all fees charged by the App Store in connection with the App (if any). You further acknowledge that the usage rules for the App are subject to any additional restrictions set forth in the Usage Rules for the Apple App Store Terms of Service ("Apple Usage Rules") as of the date you download the App. In the event of any conflict between the terms and conditions of the Apple Usage Rules and the terms and conditions of these Terms, the terms and conditions of the Apple Usage Rules will govern if they are more restrictive.
15.1 Scope of License
The license granted to you is limited to a non-transferable license to use the App on any iPhone, iPod Touch or iPad that you own or control as permitted by the Apple Usage Rules.
15.2 Maintenance and Support
We are solely responsible for providing maintenance and support services with respect to the App. You acknowledge and agree that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.
You acknowledge and agree that Apple is not responsible for any product warranties, whether express or implied by law, with respect to the App. In the event of any failure of The App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any, paid to Apple for The App by you, and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to The App. You also acknowledge and agree that to the extent that there are any applicable warranties, or any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any such applicable warranty, such will be the sole responsibility of Evenflow. However, you understand and agree that, in accordance with these Terms, we have disclaimed all warranties of any kind with respect to the App, and therefore, there are no warranties applicable to the App.
15.4 Product Claims
You and Evenflow acknowledge and agree that as between Apple and Evenflow, Evenflow, not Apple, is responsible for addressing any of your claims or any third party claims relating to the App or your possession and/or use of the App.
15.5 Intellectual Property Rights
You and Evenflow acknowledge and agree that, in the event of any third party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, Evenflow, and not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required under these Terms.
15.6 Legal Compliance
You 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.
15.7 Developer Name and Address
Any end-user questions, complaints or claims with respect to the App should be directed to info@Evenflow.io
15.8 Third Party Beneficiary
The parties acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms, and that, upon your acceptance of the terms and conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce any of the terms and conditions of these Terms against you as a third party beneficiary thereof.
These Terms are effective and were last updated on July 29,2016.