Last updated on June 9, 2023
Welcome to Humix! Thank you for your interest in the Humix platform and its features and services made available as part of the platform (the “Services”). Our Services include, but are not limited to, the use of our website www.humix.com (“Website”), including any applications, services, tools, features, content and functionality located on our Website, through any of our APIs, or through any software or other websites that interface with our Website or its APIs and such other websites, products, and services that may be introduced in the future (collectively, and together with the Website, the “Services”).
These Terms of Service (“Terms of Service”) apply to your (“user,” “you,” or “your”) use of the Humix Services. By using the Services, you agree that these Terms of Service form a legally binding agreement between you and Ezoic Inc (“Humix,” “Company,” “we,” or “us”). As used in these Terms of Service, “you,” “your” or “User” means the individual or entity using the Services (and/or any individual, agent, employee, representative, network, parent, subsidiary, affiliate, successor, related entities, assigns, or all other individuals or entities acting on your behalf, at your direction, under your control, or under the direction or control of the same individual or entity who controls you. The “parties” means you and Humix. References to Humix’s “Affiliates” in these Terms of Service means the other companies and brands within the Ezoic Inc. corporate group (now or in the future).
Please read the Terms of Service carefully before you start to use our Services. Before you use any Humix Services, you are required to read, understand and agree to these Terms of Service and our Privacy Policy, found at http://www.humix.com/about/privacy-policy and incorporated herein by reference. By using our Services, creating an Account, or by clicking to accept or agree to the Terms of Service when this option is made available to you, you (a) acknowledge that you have read and understand the Terms of Service; (b) represent and warrant that you have the right, power, and authority to enter into the Terms of Service and, if entering into the Terms of Service for an organization, that you have the legal authority to bind that organization and, if individually that you or your representative or agent are at least 18 years of age; and (c) accept and agree to be bound and abide by the Terms of Service and our Privacy Policy. If you do not agree to these Terms of Service or the Privacy Policy, you must not access or use our Services.
The Company may, in its sole discretion, revise and update these Terms of Service from time to time and you agree to such revisions by your continued use of the Services. You are expected to check this page frequently so you are aware of any changes, as they are binding on you.
Humix is an online video sharing platform where users can explore, view, and share a vast range of videos and content. We serve as a distribution channel for both established and emerging content creators, as well as advertisers of all sizes. The content on the Service may include, but is not limited to, videos, audio (e.g., music, recordings and other sounds), images, graphics, text (e.g., comments and scripts), branding (e.g., trademarks, trade names, logos or other service marks), metrics, interactive features, software, and other materials whether provided by you (such content provided by you is referred to herein as “User Content”), Humix, its Affiliate or a third-party (collectively, ”Content”).
You may be able to use certain parts of the Services, such as browsing and searching for Content, without having a Humix or Affiliate account, however, your use of certain features of the Services is subject to your creation and our approval of a Humix or Affiliate account (an “Account”). From time-to-time we may ask for additional information from you in order to verify your Account. By creating an Account, you agree to accept responsibility for all activities that occur under your Account or password. You are prohibited from registering multiple accounts for your own use and from registering accounts on behalf of any other person or entity unless expressly authorized by such person or entity to do so. You also acknowledge that your Account is personal to you and agree not to provide any other person with access to your Account, the Services or portions thereof using your Account credentials or other security information. You must immediately notify the Company of any unauthorized use of your Account or any breach of security. The Company will not be liable for any loss or damage arising from the unauthorized use of your Account and you may be liable for the losses of the Company due to such unauthorized use.
You are responsible for making all arrangements necessary for you to have access to the Services. You must implement reasonable and appropriate measures designed to help secure your access to and use of the Services. If you discover any vulnerabilities or breaches related to your use of the Services, you must promptly contact us and provide details of the vulnerability or breach.
We reserve the right, in our sole discretion, to refuse, restrict or limit your access to some parts or all of the Services, or suspend or terminate your Account. Further, we reserve the right to withdraw or amend our Services, and any service or material we provide, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services are unavailable at any time or for any period. We have the right to disable any user, username, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Service or any other agreement between the parties.
To delete your Account, you can contact support@humix.com. We will respond to requests without undue delay.
Subject to your compliance with these Terms of Service, you are granted a non-exclusive, limited, non-transferable, freely revocable license (i) to access and use the Services. You may use the Services only for lawful purposes and in accordance with these Terms of Service. You agree not to use the Services:
Additionally, you agree not to:
The Company does not support and will not tolerate its Services being used to discriminate against others, especially when based on race, religion, sex, sexual orientation, age, disability, ancestry or national origin. You are not permitted to use the Services in a manner which would or would likely incite, promote or support such discrimination and you must not use the Services to incite or promote hostility or violence.
We reserve the right to withdraw or amend the Services, in our sole discretion without notice. We further reserve the right to withdraw or revoke at any time, with or without cause, any link to the Services or Content without notice. We will not be liable if for any reason all or any part of the Services or Content is unavailable at any time or for any period or indefinitely. From time to time, we may restrict access to the Services, in part or in whole, to users, including users with registered Accounts.
We have the right to disable or terminate any Account or User, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Service.
We are continually improving our Services and may make changes to our Services from time to time. We may add or remove functionalities or features of the Services at any time, and we may suspend or stop a service entirely. We may revise and update these Terms of Service from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of our Services thereafter. Further, you authorize us to periodically conduct tests or other matters without notice that may affect your use of the Services.
Your continued use of our Services following the posting of revised Terms of Service means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you. If you don’t agree to any modified terms, you’ll have to stop using the affected Services.
The Company owns all content, data, software, inventions, ideas and other technology and intellectual property that it develops in connection with the Services and its products. Except as expressly set out in these Terms of Service, all intellectual property rights in and to the Services, remain the sole property of the Company and its licensors. You assign to the Company any suggestions, ideas, enhancement requests or other feedback you provide to the Company related to the Services or the Company’s products.
The Company name, the Company logo and all related names, logos, product and service names, designs and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans on the Website or used in connection with the Services are the trademarks of their respective owners.
All User Content must comply with the Content Standards set out in these Terms of Service. You may be able to upload Content to the Service, including to promote your artistic expression, business or enterprise. If you upload Content, you shall not submit any Content to the Service that does not comply with these Terms of Service or applicable law. The Content you submit must not include third-party intellectual property (e.g., copyrighted material) unless you have express permission from that party or are otherwise legally entitled to do so. You are legally responsible for the Content you submit to the Service. We may use automated systems that analyze your Content to help detect infringement and abuse, such as spam, malware, and illegal content. If any Content is alleged to be unlawful or otherwise in breach of these Terms of Service, you acknowledge that the Company may disclose such content to law enforcement or other governmental authorities. You retain ownership rights in your Content, provided, however, you grant certain rights to Company, its Affiliates and other users of the Service, as described in the Terms of Service.
You represent and warrant that (i) you own all rights, title, and interest in and to your Content or that you have otherwise secured all necessary rights in your Content as may be necessary to permit the access, use and distribution thereof as contemplated by these Terms of Service, (ii) the use of the Content in connection with the Services, does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person, and (iii) the Content complies with the Content Standards and these Terms of Service. You further represent and warrant that your use of the Services and your Content is in compliance with all applicable laws, rules and regulations, including, without limitation, any applicable laws governing privacy rights and the use and processing of personal information.
By providing Content to the Service, you grant Company and its Affiliates a worldwide, non-exclusive, royalty-free, perpetual, sublicensable and transferable license to use that Content (including to reproduce, distribute, prepare derivative works, display and perform it) in connection with the Service and Company (and its successors’ and Affiliates’) business, including for the purpose of promoting and redistributing part or all of the Service. By providing Content to the Service, you further grant other users of the Service a worldwide, non-exclusive, royalty-free license to access your Content through the Service, and to use that Content, including to reproduce, distribute, prepare derivative works, display, and perform it, as enabled by a feature of the Service (e.g., video playback or embeds). This license does not grant any rights or permissions for a user to make use of your Content separate and independent from the Service. You grant us the right to access, index and cache such services, or any portion thereof, including by automated means.
Further, you grant us the right to monetize your Content on the Service, including to serve, as applicable, advertisements, ad network code and other content (“Ads”) on or within Content or charge users a fee for access to your Content. The Terms of Service do not entitle you to any payments other than as expressly set forth in the Payment section.
You may remove your Content from the Service at any time. You must remove your Content if you no longer have the rights required by these terms. We may remove some or all of, any of your Content (in our discretion) that is in breach of our Terms of Service or applicable law or which may cause harm to Company, our users, or third parties. We may or may not notify you with the reason for our action depending on the circumstances, including, but not limited to, if notifying you may violate applicable law or potentially cause harm to any user, other third party, Company or our Affiliates. You can learn more about reporting and enforcement, including how to appeal on the Troubleshooting page of our Help Center.
Other than as set out expressly in the Terms of Service or any other agreement between the parties, neither party will acquire any right, title, or interest in any intellectual property rights belonging to the other party or to the other party’s licensors. No right, title or interest in or to the Services or any content therein is transferred to you, and all rights not expressly granted are reserved by Company. As between you and the Company, you own all right, title and interest in and to your Content. Content will be considered non-confidential and non-proprietary. You grant us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns a perpetual, royalty-free, sublicensable, license to display, host, copy, store, use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any User Content or Content for any purpose.
We are not responsible, or liable to any third party, for the content or accuracy of your Content.
These content standards apply to any and all Content you submit and use of the Services. Your Content must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, your Content must not:
In addition, by using the Services, the User agrees to follow the guidelines below:
User shall not generate content to create sexually explicit or pornographic material. Content is the responsibility of the person or entity that provides it to the Service and we are under no obligation to host or serve Content. Please report to us Content you believe does not comply with these Terms of Service.
If you believe that any Content violates your copyright, please submit a complaint for investigation to: Report Abuse. Company does not accept abuse complaints submitted over the telephone. If you would prefer not to use our complaint submission form, you may mail your complaint to:
Ezoic Inc.
Attn: Humix Abuse Department
6023 Innovation Way Ste 300
Carlsbad, CA 92009
Please provide detailed information supporting your complaint as well as an affidavit attesting to its validity. By submitting a complaint, you acknowledge that, at Company’s sole discretion, copies of the complaint may be provided to the user, the user’s hosting provider, posted on the Company’s website, and/or provided to third party services. It is the policy of the Company to terminate the user accounts of repeat infringers.
We have the right to:
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone using the Services. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, SERVICE PROVIDERS, EMPLOYEES, AGENTS OFFICERS AND DIRECTORS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we cannot review all material created using the Services, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
If we terminate your Account due to your breach of the Terms of Service, including, but not limited to, your failure to otherwise fully comply with the our Terms of Service, or other applicable policies or agreements, you will not be entitled to any further payment from us for any prior use of the Services. If you breach the Terms of Service or if we suspend or terminate your Account, you (i) may be prohibited from creating a new Account, and (ii) may not be permitted to monetize content on other Company or Affiliates services. If you dispute any payment made or withheld relating to your use of the Services, or, if we terminate your Account and you dispute your termination, you must notify us in writing within 30 days of any such payment, non-payment, or termination. By failing to do so, you expressly waive any claim related to the disputed payment or your termination.
You may terminate your use of the Services by completing the account cancellation process. We will respond to requests without undue delay. If you terminate your Account and the balance reflected in your Account equals or exceeds the applicable threshold, provided your Account is in good standing, we will pay you that balance, subject to the payment provisions herein, within approximately 120 days after the end of the calendar month in which you terminated your use of the Services. Any balance reflected in your Account below the applicable threshold will remain unpaid.
Subject to these Terms of Service, you will receive a payment (as set forth below) related to Ads placed on or within your Content for your benefit, if and when we determine that you and your Content have remained in compliance with the Terms of Service or any other applicable agreements between the parties, for the entirety of the period for which payment is made and through to the date that the payment is issued. If Ads are enabled for your Content and your Account is in good standing, payments to you covered by the Services shall be sent by us within approximately sixty-five (65) days of receipt of payment by Company, and the balance reflected in your Account equals or exceeds the applicable payment threshold of $20 or more, unless otherwise agreed to by the parties in writing (including by electronic mail).
You acknowledge and agree that you are only entitled to payment if Company is paid. We may withhold and offset any payments owed to you against any fees or amounts you owe us or require you to refund us within 30 days of any invoice any amounts we may have overpaid to you in prior periods. You are responsible for any charges assessed by your bank or payment provider. Subject to the terms herein, you shall receive a payment of no less than seventy percent (70%) of the Net Revenue directly attributable to Ads placed on or within your Content, less any split of the payment with other users (e.g., Ads placed on or within your Content displayed or served on another user’s website), and less any adjustments for fraud, invalid traffic, traffic quality, website quality, click-fraud, Company improvement metrics and/or advertiser or ad network charge-backs, in each case as determined by us. “Net Revenue” means the total amount paid by advertisers or ad networks to Company directly attributable the Ads on or within your Content, less any charges or fees related to the acquisition, targeting, delivery and serving of ads or pageviews, and less any expense incurred in the production, distribution or serving of the Ads, Content and fees or expenses incurred in the collection of such revenue. Payment shall be calculated solely based on Company’s accounting. No other measurements or statistics of any kind shall be accepted by us. The payments made under the Terms of Service are for you only, and unless expressly authorized in writing by us, you may not enter into any type of arrangement with a third party where that third party receives payments made to you under the Terms of Service or other financial benefit in relation to the Services.
If we are investigating your compliance with the Terms of Service or if you have violated the Terms of Service, been suspended or terminated, your payment may be delayed or withheld entirely. To ensure proper payment, you are responsible for providing and maintaining accurate contact and payment information in your Account. If, for any reason, we do not receive payment from an ad provider, we credit such payment back to an ad provider or such amount is clawed back, you are not entitled to be paid that amount. This includes, but is not limited to, amounts owed to us which are not paid due to fraud, invalid traffic, traffic quality, ad policy violations, violations of law, website quality, click-fraud, and/or advertiser or ad network charge-backs, in each case as determined by us.
Further, we shall not be liable for any payment based on: (a) any amounts which result from spam, invalid queries, invalid referral events, invalid conversions, invalid clicks or impressions or other invalid events on Ads generated by any person, bot, automated program or similar device, as reasonably determined by us, including without limitation through any clicks, impressions, queries, conversions, or other events (i) originating from your IP addresses or computers under your control, (ii) solicited or generated by payment of money, false representation, or request for end users to click on Ads or take other action, or (iii) solicited or generated by payment of money, false representation, or any illegal or otherwise invalid request for end users to complete referral events; (b) Ads delivered to end users whose browsers have JavaScript disabled or who are otherwise tampering with ad serving or measurement; (c) Ads benefiting charitable organizations and other placeholder or transparent Ads that we may deliver; (d) any click, impression, query, conversion, or other event occurring that does not comply with the these Terms of Service, (e) any click, impression, query, conversion, or other event occurring that is associated with a significant number of invalid clicks described in (a-d) above, with the types of invalid activity indicating intentional misconduct, or as a result of any breach of the Terms of Service (or any other agreement between the parties).
All revenue amounts shown in the Humix dashboard (including but not limited to your dashboard, earnings section, advanced reporting and reported via the reporting API) are estimates and are subject to change at any time. You agree to pay all applicable taxes or charges associated with your use of our Services, including, but not limited to, any applicable sales. We may change our pricing and/or payment structure at any time. If you dispute any payment made or withheld relating to your use of the Services, or, if we terminate your Account and you dispute your termination, you must notify us in writing within 30 days of any such payment, non-payment, or termination. If you do not, any claim related to the disputed payment, or your termination is waived.
You may be given access to Confidential Information of the Company, its affiliates and other third parties. You may use Confidential Information only as needed to use the Services as permitted under these Terms of Service. You may not disclose Confidential Information to any third party, and you will protect Confidential Information in the same manner that you protect your own confidential information of a similar nature, using at least reasonable care. Confidential Information means nonpublic information that the Company or its affiliates or third parties designate as confidential or should reasonably be considered confidential under the circumstances, including software, specifications, screenshots, pictures, drawings or other representations or descriptions of the Service, including the entire Humix dashboard, the existence of, information about, or the terms of, any non-public beta or experimental features in a Service, and other nonpublic business information. Confidential Information does not include information that: (i) is or becomes generally available to the public through no fault of yours; (ii) you already possess without any confidentiality obligations when you received it under these Terms of Service; (iii) is rightfully disclosed to you by a third party without any confidentiality obligations; or (iv) you independently developed without using Confidential Information. You may disclose Confidential Information when required by law or the valid order of a court or other governmental authority if you give reasonable prior written notice to the Company and use reasonable efforts to limit the scope of disclosure, including assisting us with challenging the disclosure requirement, in each case where possible. Further, you may disclose the amount of Company’s gross payments to you from your use of the Services. Company shall be permitted to identify you as a customer, to use you or your website(s)’ name or logo in connection with proposals to prospective customers, and for marketing or reference purposes.
Individuals or copyright holders concerned with content served through the Services may submit a complaint for investigation to the Company. The Company does not accept abuse complaints submitted over the telephone. You may to flag content where applicable in the Services, or mail your complaint to:
Ezoic Inc.
Attn: Humix Abuse Department
6023 Innovation Way Ste 300
Carlsbad, CA 92009
Please provide detailed information supporting your complaint as well as an affidavit attesting to its validity. By submitting a complaint, you acknowledge that, at the Company’s sole discretion, copies of the complaint may be provided to any user whose content is the subject of the complaint, such user’s hosting provider, and/or provided to third party services such as ChillingEffects.org.
WE DISCLAIM ALL LIABILITY AND RESPONSIBILITY ARISING FROM ANY CONTENT OR USER CONTENT, OR ANY RELIANCE PLACED ON SUCH CONTENT BY YOU OR ANY THIRD PARTY. We may update the Services from time to time, but the content available through the Services is not necessarily complete or up-to-date. Any of the material available in connection with the Services may be out of date at any given time, and we are under no obligation to update such material.
We do not warrant the accuracy, completeness or usefulness of this information or of any Content (including, without limitation, of any User Content incorporated therein). We are under no obligation to correct, update, remove, or otherwise modify information or Content available through the Services. We do not review Content for uniqueness, nor do we evaluate Content to determine whether any third-party intellectual property has been incorporated into such Content.
IT IS YOUR RESPONSIBILITY TO VERIFY (i) THE ACCURACY OF ANY CONTENT; (ii) THE APPROPRIATENESS OF THE CONTENT FOR YOUR INTENDED USE, AND (iii) WITH RESPECT TO THE INTENDED USE, WHETHER ANY CONTENT REQUIRES THE CONSENT OF ANY THIRD-PARTY. Any reliance you place on the Services, Content, or any information available through the Services is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any third party.
The Services may include content provided by third parties, including materials provided by other users, bloggers and third-party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
All information we collect is subject to our Privacy Policy. By using the Services, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
If the Website or Services contain links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to this website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
Any third-party software, services, or other products you use in connection with the Services are subject to their own terms, and we are not responsible for third party products.
The owner of the Website and Services is based in the United States. We make no claims that the Website, Services or any related content is accessible or appropriate outside of the United States. If you access the Website or Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
You understand that we cannot and do not guarantee or warrant that the Services or files available for downloading from the internet through the Services will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Website for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR THE SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR THE SERVICES OR TO YOUR DOWNLOADING OF ANY CONTENT OR MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE WEBSITE, ITS CONTENT AND THE SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR USE OF THE SERVICES IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND THE SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR USE OF THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE COMPANY AND ITS AFFILIATES MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE WEBSITE’S CONTENT, OR THE CONTENT OF ANY WEBSITES LINKED TO THE WEBSITE OR ASSOCIATED WITH THE SERVICES AND THE COMPANY AND ITS AFFILIATES WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS OBTAINED THROUGH THE SERVICES, (2) INFRINGEMENT OF THE RIGHTS OF ANY THIRD PARTY, INCLUDING BUT NOT LIMITED TO INFRINGEMENT OF COPYRIGHT AND RIGHT OF PUBLICITY, AS A RESULT OF THE USE OF OUR SERVICES, BY YOU, (3) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (4) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (5) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE .
THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
YOU HEREBY RELEASE AND FOREVER DISCHARGE US FROM, AND HEREBY WAIVE AND RELEASE, EACH AND EVERY PAST, PRESENT AND FUTURE DISPUTE, CLAIM, CONTROVERSY, DEMAND, RIGHT, OBLIGATION, LIABILITY, ACTION AND CAUSE OF ACTION OF EVERY KIND AND NATURE (INCLUDING PERSONAL INJURIES, DEATH, AND PROPERTY DAMAGE), THAT HAS ARISEN OR ARISES DIRECTLY OR INDIRECTLY OUT OF, OR RELATES DIRECTLY OR INDIRECTLY TO, YOUR USE OF THE WEBSITE AND/OR SERVICES, ANY INTERACTIONS OR TRANSACTIONS OF YOU WITH, OR ACT OR OMISSION OF YOU IN RELATION TO OTHER USERS.
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ITS CONTENT AND THE SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR USE OF THE SERVICES, ANY WEBSITES LINKED TO THE SERVICES, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR USE OF THE SERVICES OR SUCH OTHER WEBSITES, ANY USER CONTENT, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
YOU SPECIFICALLY ACKNOWLEDGE THAT THE COMPANY SHALL NOT BE LIABLE FOR THE CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. COMPANY AND ITS AFFILIATES’ TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATING TO THE SERVICE IS LIMITED TO THE GREATER OF: (A) THE AMOUNT OF REVENUE THAT COMPANY HAS PAID TO YOU FROM YOUR USE OF THE SERVICE IN THE 12 MONTHS BEFORE THE DATE OF YOUR NOTICE, IN WRITING TO COMPANY, OF THE CLAIM; OR (B) USD $500.
To the full extent permitted by applicable law, you agree to defend, indemnify and hold harmless the Company, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to (i) your use of and access to the Services; (ii) your User Content and any Production created by your Account; (iii) your violation of any of these Terms of Service; (iv) your violation of any third party right, including without limitation any copyright, property, or privacy right; (v) your violation of applicable laws or regulations; or (vi) any claim that your User Content caused damage to a third party. This defense and indemnification obligation will survive the termination of these Terms of Service and/or your use of the Services. The Company reserves the right to assume the defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.
All matters arising out of or relating to the Services or these Terms of Service, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction). The parties shall first attempt in good faith to resolve their dispute informally, without the necessity of a formal proceeding.
Any legal suit, action or proceeding arising out of, or related to, these Terms of Service or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of California, in each case located in the County of San Diego, although we retain the right to bring any suit, action or proceeding against you for breach of these Terms of Service in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
At Company’s sole discretion, it may require you to submit any disputes arising from these Terms of Service or use of the Services, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying California law.
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE OR THE SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
No waiver by the Company of any term or condition set forth in these Terms of Service shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Service shall not constitute a waiver of such right or provision.
If any provision of these Terms of Service is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Service will continue in full force and effect.
Additional terms and conditions may also apply to specific portions, services or features of the Services. All such additional terms and conditions are hereby incorporated by this reference into these Terms of Service.
You hereby consent to receiving electronic communications from us, including through your Humix dashboard. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing. Notwithstanding the foregoing, Any notices to us must be sent to our corporate headquarters address above and must be delivered either in person, by certified or registered mail, return receipt requested and postage prepaid, or by recognized overnight courier service, and are deemed given upon receipt by us. The authoritative version of our Terms of Service are available at: [www.humix.com/about/terms]. While translations of these terms may be provided in multiple languages for your convenience, the English language version shall control in the event of any dispute between the parties. The terms and conditions contained in the Terms of Service that by their nature are intended to survive termination, shall survive and continue in full force and effect. The headings and section titles in the Terms of Service are for convenience only and have no legal or contractual effect.
We welcome your questions, comments, and feedback and other communications relating to the Services. You can contact us at Humix, 6023 Innovation Way, Suite 200, Carlsbad, California 92009, United States.