Collective Terms of Service
Last Updated: April 12, 2022.
These Terms of Service are effective immediately for all new accounts created on or after April 12, 2022, as well as all existing accounts created before April 12, 2022. Please be aware that your continued use of our services from April 12, 2022 onwards constitutes your implicit acceptance of these Terms of Service.
No further action is required on your part. As part of these updates, we have not changed your ability to use our services.
PLEASE REVIEW THESE TERMS CAREFULLY. ONCE ACCEPTED, THESE TERMS BECOME A BINDING LEGAL COMMITMENT BETWEEN YOU AND PRE-SCRIPT. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU SHOULD NOT ACCEPT THESE TERMS, CREATE AN ACCOUNT, OR USE THE SERVICES (AS DEFINED BELOW).
THE SERVICES ARE INTENDED FOR BUSINESS USE OR USE IN CONNECTION WITH AN INDIVIDUAL’S TRADE, CRAFT, OR PROFESSION ONLY.
In these Terms of Service (referred to as these “Terms” or this “Agreement”), the terms “you”, “your”, or “Customer” refer to you. If you are creating an account in order to use the Services on behalf of an organization, then you are agreeing to these Terms for that organization and promising to us that you have the authority to bind that organization to these Terms (and, in which case, the terms “you”, “your”, or “Customer” refer to that organization). The exception to this is if that organization has a separate written agreement with us covering the use of the Services, in which case that agreement will govern such use. The terms we”, “us,” “our” or “Pre-Script” refer to Pre-Script, LLC a California limited liability company, with a place of business at 3505 The Alameda, Santa Clara, California 95050, To be eligible to create an account in order to use the Services, you must review and accept these Terms.
- Terms. This collective document defines the Terms of Service (referred to as these “Terms” or this “Agreement”) under which the Pre-Script Collective product is offered, administered, and operated. Your purchase, subscription, usage, and enjoyment of Pre-Script Collective is conditional upon the agreement to and continuous compliance with these Terms.
- Pre-Script. The terms we”, “us,” “our” or “Pre-Script” refer to Pre-Script, LLC a California limited liability company, with a place of business at 3505 The AlamedaAtlanta Avenue, Santa Clara, California 95050.
- Customer. The terms “you”, “your”, or “Customer” refer to you, the person who has willingly purchased and subscribed to the Pre-Script Collective product. If you are creating an account in order to use the Services on behalf of an organization, then you are agreeing to these Terms for that organization and promising to us that you have the authority to bind that organization to these Terms (and, in which case, the terms “you”, “your”, or “Customer” refer to that organization). The exception to this is if that organization has a separate written agreement with us covering the use of the Services, in which case that agreement will govern such use.
- Party. Pre-Script or Customer may also be referred to individually as “party” and together as “parties” in these Terms.
- Client. The term “Client” or “Clients” refers to the direct or indirect consumers of services provisioned by Customer. Clients themselves may, or may not, be a Customer of Pre-Script Collective; however, regardless of the Client’s own relationship with Pre-Script, the Pre-Script Collective product is not intended to serve, implicate, or otherwise involve in any way the these individuals in the capacity of a Client. Clients are considered external third parties completely unrelated to the Pre-Script Collective product, and are not covered or implicated by any provision of this agreement, except where otherwise explicitly noted.
- Services. When we refer to the “Services” in these Terms, we mean the Collective platform and all related products and services provided as constituent parts of the Collective platform by us or our Affiliates, as applicable, that are used by you, including, without limitation, products and services that are on a trial basis or otherwise free of charge. These Services include, but are not limited to, the Pre-Script Collective Discord server, which is provided by the third party Discord Inc. and extended by Pre-Script LLC, and all forms of communication and interaction media conducted, disseminated, or distributed thereunder; the Pre-Script Collective web portal and all forms of content and media distributed or disseminated thereunder; and all live and pre-recorded media administered and distributed on the proprietary platform of Zoom Video Communications Inc., whether interactive or otherwise.
- Affiliate. When we refer to an “Affiliate” in these Terms, we mean any entity that directly or indirectly controls or is controlled by, or is under common control with, the party specified. For purposes of this definition, “control” means direct or indirect ownership of more than fifty percent (50%) of the voting interests of the subject entity.
2. General Usage Agreement
The Customer’s initial and continued access to, subscription to, and consumption of the Services is contingent upon the initial and continuous acceptance of these Terms. Without limitation to any clause, condition, or other material aspect or consequence described in this agreement, any breach of these Terms in any form will result in the immediate suspension and possible permanent cancellation of your purchase and subscription to, access to, and enjoyment of the Services. Furthermore, to be eligible to create an account in order to use the Services, you must first review and accept these Terms.
We may update these Terms from time to time. We will provide you with prior written notice of any material updates at least thirty (30) days in advance of the effective date; provided, however, we may not be able to provide at least thirty (30) days prior written notice of material updates to these Terms that result from changes in laws, regulations, or requirements from regulatory authorities.
Following such notice, your continued use of the Services, on or after the date the updated version of these Terms is effective and binding, and constitutes your acceptance of such updated Terms. If you do not agree to the updated version of these Terms, you must stop using the Services immediately.
4. Creation of Accounts
To use the Services, you will be asked to create accounts on the Pre-Script online store, the Pre-Script Collective web portal, and on the third party Discord platform. When creating accounts, you must provide true, accurate, current, and complete information about yourself as requested during the account creation process. You must keep that information true, accurate, current, and complete after you create each account. If you breach these Terms, including, without limitation, your payment obligations in Section 8 (Fees and Payment Terms), you are strictly prohibited from creating new accounts, and your existing accounts and their access to Pre-Script Collective assets may be suspended until you remedy such breach in full.
5.1 Our Responsibilities. We will (a) make the Services available to you in accordance with these Terms, including any usage guides and policies for the Services contained in such documentation (“Documentation”); (b) provide the Services in accordance with laws applicable to our provision of the Services to our customers generally (i.e. without regard for your particular use of the Services), subject to your use of the Services in accordance with these Terms, and the applicable Documentation; and (c) use trained, qualified personnel to provide the Services.
5.2 Suspension of Services. We may suspend the Services immediately for cause if, we in good faith, determine: (a) that you materially breach (or we, in good faith, believe that you have or a Client has materially breached) any provision of these Terms; (b) there is an unusual and material spike or increase in your use of the Services and that such traffic or use is fraudulent or materially and negatively impacting the operating capability of the Services; (c) that our provision of the Services, whether within a particular Customer context or otherwise, is prohibited by applicable law or regulation; (d) there is any use of the Services by you that, in our judgment, threatens the security, integrity, or availability of the Services; or (e) that information in your account is untrue, inaccurate, or incomplete. If we suspend the Services pursuant to this Section 5.2, Section 8 (Fees and Payment Terms), or Section 6 (Customer Code of Conduct), we will have no liability for any damages, liabilities, losses (including any loss of data or profits), or any other consequences that you may incur in connection with any such suspension.
Furthermore, in the event a Customer’s breach of these terms prompts a suspension or cancellation by either party of Customer’s consumption of the Services, Pre-Script reserves the right to withhold and deny refunds of all purchase and subscription fees related to Pre-Script Collective.
(a) Description of Content. Content on the Collective portal includes, but is not limited to:
- Textual, aural, and video media-based reviews of research literature
- Textual, aural, and video media-based descriptions of novel and common training concepts
- Text-based, aural, and video media-based interaction directly- both ad hoc or formally scheduled- between peers, directly between Pre-Script staff, and between a mixture of peers and Pre-Script staff.
- Structured video lecture and lab sessions that are administered through the third-party Zoom platform (provided by Zoom Video Communications Inc.). Both types of sessions are led by Pre-Script staff, but involve and rely upon varying degrees of Customer interaction. The success and value of Lab sections, in particular, depend heavily on Customer participation. The lab sessions will also contain videos of subscribers and/or their clients.
- Archived recordings of structured video lecture and video lab sections
(b) Scope of Information. The following are common topics discussed on Collective platform:
- Training / exercise advice - Customers often post videos of themselves or their Clients performing a given exercise, or post a question for themselves or on their client's behalf concerning the technical execution of movements, the structure and administration of training programs, and other related topics. Other Customers and/or Pre-Script staff may respond to these solicitations with constructive feedback, which is principally composed of, but not limited to, movement execution and exercise programming instructions. WE WILL NOT BE LIABLE FOR ANY INJURY OR DEATH TO YOU OR YOUR CLIENT(S) AS A RESULT OF PERFORMING A MOVEMENT OR ACTION WITH INSTRUCTIONS OR ADVICE RECEIVED FROM US OR OTHER CUSTOMERS ON THE COLLECTIVE PLATFORM. You and your Clients are voluntarily choosing to implement instructions, feedback, or other content discussed on Collective, regardless of whether those instructions, feedback, or other content were provided in response to you or another Customer. These elements do not come with any warranties or guarantees, and should be taken at an at-your-own-risk type of basis.
- Injury / health advice - Customers will often ask questions and participate in discourse about injuries or pain that they have encountered / are experiencing. Questions and discussions concerning these topics are asked both in the interest of the Customers themselves, as well as on behalf of Clients. We remind Customers of the following:
- No information provided on Collective, regardless of whether it comes from Pre-Script staff or other Collective Customers, should be construed as medical advice in any context. You are urged to consult with a qualified medical professional to determine whether the information is suitable for your use.
- We do not warrant or represent that the information is accurate or fit for your purpose. All information is provided on an “AS IS WHERE IS” basis.
- We do not endorse any information discussed on Collective.
- We urge everyone dealing with pain and injuries (including Customers and Clients) to independently seek assessment and appropriate treatment from a qualified healthcare professional.
- We urge everyone asking questions relating to other areas of health to independently seek consultation from an appropriately-credentialed professional.
- Nutrition advice - Customers often ask questions and participate in discourse concerning dietary needs. We urge Customers and Clients to independently seek professional advice concerning these topics. Customers and Clients should consult a qualified nutrition professional prior to implementing any information derived from the Collective platform. We are not responsible for injury or death resulting from following the information provided on Collective. Topics covered in this category include but are not limited to the below:
- Macronutrient prescriptions
- Micronutrient prescriptions
- Dietary supplementation
- Ergogenic supplementation (i.e. legal non-PED supplementation to increase performance)
- Research review and experimental concepts - Part of the Collective platform includes reviews of leading-edge research, as well as the application of experimental concepts, both of which are usually led and facilitated by Pre-Script staff, but are sometimes led by other Customers. Both areas discuss and explore ideas and concepts that may not have been extensively researched by qualified individuals/organizations, and/or are not sufficiently peer-reviewed; thus, the safety of these elements can't be assured. CUSTOMERS AND THEIR CLIENTS ARE URGED TO INDEPENDENTLY REVIEW THIS RESEARCH AND WE ARE NOT LIABLE FOR ANY INJURY OR DEATH RESULTING FROM YOU FOLLOWING THIS INFORMATION. If a given Customer or Client lacks the knowledge or tools to sufficiently assess this content, we urge them to independently seek a professional who can provide such an assessment.
- Lifestyle advice - Customers often inquire about and discuss topics relating to general lifestyle habits, often involving or otherwise implicating their own lifestyle habits, or the lifestyle habits of their Clients. While this topic is broad and far-reaching, most of the items discussed on Collective revolve around lifestyle habits that relate specifically to physical training- sleep, activity levels, nature of employment, etc. CUSTOMERS AND THEIR CLIENTS ARE URGED TO INDEPENDENTLY REVIEW THIS ADVICE AND WE ARE NOT LIABLE FOR ANY INJURY OR DEATH RESULTING FROM YOU FOLLOWING THIS INFORMATION.
(c) Business advice - Since many of the Collective Customers are business owners or other personal training professionals, there is a fair amount of discourse surrounding various business topics. Examples of topics discussed on the Collective platform include, but are not limited to, client relationships, branding, operations and administration, intra-organizational politics, and marketing. CUSTOMERS AND THEIR CLIENTS ARE URGED TO INDEPENDENTLY REVIEW THIS INFORMATION AND WE ARE NOT LIABLE FOR ANY NEGATIVE CONSEQUENCES RESULTING FROM YOU FOLLOWING THIS INFORMATION INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, DIRECT, INCIDENTAL, CONSEQUENTIAL OR OTHER FORMS OF DAMAGES.
5.4 Changes to the Services. The features and functions of the Services may change over time. Pre-Script will inform all customers of any relevant Changes to the Services in a timely manner through established communication media.
6. Customer Code of Conduct
As Pre-Script Collective is a highly-interactive platform, the successful enjoyment of the platform by Customers relies heavily upon strict adherence to a code of conduct (“Code of Conduct”). You agree to adhere to and uphold the Pre-Script Collective Customer Code of Conduct, which is described below:
- Customers will always be respectful, civil, and welcoming in all discourse.
- Discussions concerning socially controversial topics are strictly prohibited. Customers must absolutely refrain from discussing these topics in any capacity on any medium related to the Collective platform. These topics include, but are not limited to, religion and politics.
- Content deemed, in good faith, to be inappropriate or unsafe is strictly prohibited. For the purposes of demonstration, inappropriate content includes, but is not limited to, pornographic material, graphic material, illegal artifacts, abusive content, violent content, seditious content, or any other content that a reasonable and prudent person would deem to be inappropriate in a public forum. For the purposes of demonstration, unsafe content includes, but is not limited to, material that the contributing Customer knows to be unsafe to Customers, Clients, or any other party directly or indirectly implicated; links to external resources that expose consumers to spyware, malware, or other security risks; providing feedback or other types of information concerning subjects upon which the contributing Customer is not sufficiently informed, where said information could be deemed by a relevantly-qualified professional as unsafe; or any other content that a reasonable and prudent person would deem to be unsafe. Customers must ensure that all content they contribute is not inappropriate nor unsafe.
- Intentional misuse of Discord resources or features, regardless of whether those resources or features are supplied by Discord Inc. or by Pre-Script, is strictly prohibited. This misuse includes, but is not limited to, posting excessive quantities of messages to any Discord channel or directly to any other Pre-Script Collective user (otherwise known as “spamming”); initiating and engaging in discourse with other members, where said discourse would be considered by a reasonable and prudent person to be inappropriate, unsafe, or adversarial, regardless of whether that discourse takes place in a public channel, private channel, or in user direct messages. Customers must use Discord resources and features in a manner that abides by this policy, and in a manner that actively contributes to positive outcomes in the Collective community.
- All discord usernames and avatar images must be appropriate according to the appropriate content provision outlined in this section. Customers must be prudent in ensuring that their usernames and avatar images are appropriate.
- Solicitation of other Customers on the Discord platform or any other social media platform without a legitimate reason, regardless of whether said discourse is through direct messaging, public, or private media, is strictly prohibited. For the purposes of demonstration, legitimate reasons to solicit another member include, but are not limited to, providing feedback, participating in permitted discourse, general amicable conversation, making social or professional connections in good faith, or any other activity that would be considered by a reasonable and prudent person to be legitimate according to the prescribed purposes of the Collective platform.
- Customers must represent themselves in a true and authentic manner. Customers are prohibited from formulating or leveraging any sort of fake identities for any purpose.
- Unauthorized advertisement of any kind is strictly prohibited. Customers are reminded that, if they wish to advertise in any way on any Collective medium, they are required to first seek permission from a staff member of Pre-Script.
- Discriminatory or abusive language, content, and discourse is strictly prohibited, and is subject to a zero-tolerance enforcement policy. Customers are required to conduct themselves in a civil and respectful manner, and must interact with other Customers with civility and respect. For the purposes of demonstration, discriminatory or abusive language includes, but is not limited to, hate speech of any kind, racism, sexism, ableism, any content or discourse that malevalently targets any specific persons or groups of people, or any other content that a reasonable and prudent person would consider to be discriminatory or abusive.
- Customers must comply with any reasonable requests or rules made by Pre-Script staff on any of the Collective’s adherent platforms.
Any breach of any aspect of the Code of Conduct will result in the immediate suspension and possible termination of the Services. Customers who are found, in good faith, to be in breach of the Code of Conduct will not be entitled to any refund or compensation of any type.
Only material and content for which the user is adequately authorized may be posted. In order for material and content to be considered authorized for sharing on any constituent Collective platform, the Customer must have the explicit consent of relevant right holders and/or depicted persons/entities implicated by the content or material. Customers must ensure that said consent is granted in an ethical manner- the implicated parties must be sufficiently informed of the full scope usage of the content or material, must explicitly consent that the content or material may be shared, and must not provide their consent under any form of coercion. Customers are reminded that the onus of securing this consent is directly placed upon the sharing Customer, and that Pre-Script will not be in any way involved in securing this consent.
8. Fees and Payment Terms
8.1 Subscriptions. The Services is an opt-in subscription product that is billed on a monthly basis. An active subscription to Services is required to access the entire set of tangible and intangible assets, products, and services, content that collectively and/or individually compose Services, or are offered as part of Services. To avoid ambiguity, an “active subscription” shall define a Customer’s active and valid purchase of, access to, and consumption of Services, for which all required payments have been remitted on or before their respective due dates (this condition is also referred to as “in good standing”); “inactive subscription” shall define a Customer’s previously-active and previously-valid purchase of, access to, and consumption of Services, for which all required payments were remitted on or before their respective due dates (this condition is also referred to as “not in good standing”). Only customers with active subscription (in other words, are in “good standing”) will be permitted to access and consume Services.
A Customer's subscription to Services will commence immediately after the effectuation of the corresponding Customer's purchase of Services through any channel. To avoid ambiguity, the effectuation of a Customer's purchase of Services through any channel shall be defined as the successful and acknowledged remission of the first month’s payment for Services ($35.00 USD), or the successful and acknowledged redemption of a qualifying discount, trial, coupon code, or other acceptable payment relief (collectively “Discount”), provided that said Discount confers at least one “free” month of Pre-Script Collective (in other words, the initial payment must be completely satisfied by the Discount). The effectuation of a Customer's purchase of services may also be defined as a successful and acknowledged simultaneous remission of both a Discount and a payment, so long as the total sum of the Discount’s eligible redeemable value for the initial month and the payment value equal at least the first month’s due payment for Services ($35.00 USD).
8.2 Fees. The subscription fee for Services is $35.00 USD per month (“subscription fee”). Payment of this fee must be delivered each month by the payment due date in order to retain an active subscription to Services. Late or failed payments will result in immediate termination of the Services Payment for each month of an active subscription to Services must be remitted in advance (in other words, before the start of the period for which the payment applies), and is due at the expiry of the previous month’s term, or immediately before the first month in the case of a new/reactivated subscription.
Continued and uninterrupted payment of the aforementioned subscription fees, such as to retain “in good standing” status, shall be the only monetary obligation applied to Customers in connection with subscriptions to Services; Customers will not be required to remit fees beyond the aforementioned subscription fees.
8.3 Term. The minimum term length of subscriptions to Services is one (1) month. Subscription terms shall always be billed, rendered, and delivered in increments of one (1) full month. Active subscriptions to Services are automatically renewed each successive month, on the same day-of-month as the original subscription date (or on the last day-of-month for months that end on a lower day-of-month than that of the original purchase date) (referred to as “Renewal Date”).
8.4 Cancellation. Customer reserves the right to cancel their subscription at any time for any reason; however, Customer's subscription is subject to the requirements of the minimum subscription length and the minimum subscription delivery increment, both of which are described above. To that end, the effective “Cancellation Date” shall be defined as the last day of the monthly subscription period for which the Customer has remitted payment, or the last day of the minimum subscription term period, whichever day comes later.
Should Customer cancel their subscription on or after a given Renewal Date, but before another Renewal Date, Customer shall not be refunded or otherwise reimbursed for the payment remitted for the subscription period in which the subscription was canceled. In this event, Customer will continue to enjoy uninterrupted access to and consumption of Services until one day before their following Renewal Date, at which time their subscription to Services will be terminated.
Once a subscription has been canceled, Services in connection with that subscription shall be terminated, and the subscription shall be recognized as an inactive subscription. The subscription status change and termination of Services shall take effect on the Cancellation Date as described above.
8.5 Discount Codes / Promotions. Customers who begin their subscription to Services with a Discount covering the cost of at least one whole month’s subscription fees (often interpreted as a “free trial”) will automatically commence standard monthly billing (as described above) at the end of the last monthly subscription period for which the Discount provided full relief from the period’s subscription fee (“free period”). Starting from the end of the free period, these
Customers will be automatically billed in accordance with the standard billing period lifecycle outlined above. Customers who are actively within the free period and do not wish to be billed must cancel their subscriptions before the end of their free period.
Customers must remit a valid payment method upon initial subscription to Services, regardless of whether or not said subscription commences with one or more free periods. Customers acknowledge that the remitted payment method will be automatically charged in accordance with the billing provisions described above.
9 Ownership, Data, and Confidentiality
9.1 Ownership. As between the parties, we exclusively own and reserve all right, title, and interest in and to the Services, the Documentation, our Confidential Information (as defined below), and any data that is derived from the use of the Services that does not directly or indirectly identify you, Clients, or any natural person. The scope of the data ownership and right reservation provision includes, but is not limited to, (a) data such as volumes, frequencies, bounce rates and Service performance data and (b)subject to any restrictions under applicable laws, data that is anonymized, de-identified, and/or aggregated such that it could no longer directly or indirectly identify you, Clients, or any natural person, and any feedback or suggestions provided by you or a Client regarding the Services. As between the parties, you exclusively own and reserve all right, title, and interest in and to your Confidential Information, and Customer Data, subject to our rights to process Customer Data in accordance with these Terms.
9.2 Data. We do not implement any extraordinary measures to protect personal or confidential information provided by you or your Clients (“Customer Data”).
- All information posted on Collective (regardless of the technological platform) by Customers is provided by your own discretion and risk. All this information is considered public, so you are urged to only divulge material you deem to be appropriate for public discourse.
- Security for protecting standard unclassified data has been implemented; no protections have been implemented above and beyond this basic level of data security. No data on this platform is protected with measures prescribed for protected classes of data in any jurisdiction. We do not implement measures to accommodate HIPAA-protected data (nor any of its equivalent regulations in any other competent jurisdiction).
- Nothing within the scope of the Services constitutes a patient-practitioner relationship of any form. Consequently, the purchase and/or continued subscription of a Customer to Collective confers no privileges relating to patient-practitioner relationships to any party, and provides no guarantees or warranties regarding the confidentiality or security of the information Customers provide or post on the Collective platform. Collective effectively serves as a publicly-accessible forum, and nothing about this product and the way you choose to use it should be construed as a patient-practitioner relationship.
- Nothing in the scope of the Services constitutes a trainer-client relationship. Use of the Services does not confer any privileges emblematic of a one-on-one professional service.
- All data provided by you will effectively be classified as public; you are granted no rights of confidentiality regarding anything posted/leveraged on all Collective media in any way.
9.3 Confidentiality. “Confidential Information” means any information or data, regardless of whether it is in tangible form, disclosed by either party (“Disclosing Party”) to the other party (“Receiving Party”) that is marked or otherwise designated as confidential or proprietary or that should otherwise be reasonably understood to be confidential given the nature of the information and the circumstances surrounding disclosure. Confidential Information does not include any information which: (a) is publicly available through no breach of these Terms or fault of Receiving Party; (b) was properly known by Receiving Party, and to its knowledge, without any restriction, prior to disclosure by Disclosing Party; (c) was properly disclosed to Receiving Party, and to its knowledge, without any restriction, by another person without breach of Disclosing Party’s rights; (d) is posted or otherwise distributed on the Collective platform pursuant to the provisions indicated in section 5.2, or (e) is independently developed by Receiving Party without use of or reference to the Confidential Information of Disclosing Party.
9.4 DISCLAIMER. THE SERVICES ARE PROVIDED “AS IS,” AND WE MAKE NO WARRANTY OF ANY KIND, WHETHER EXPRESSED, IMPLIED, STATUTORY, OR OTHERWISE, AND WE SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT TO THE FULLEST EXTENT PERMITTED BY LAW. WE ADDITIONALLY DISCLAIM ALL WARRANTIES RELATED TO THIRD PARTY TELECOMMUNICATIONS PROVIDERS. YOU ACKNOWLEDGE THE INTERNET AND COMMUNICATION PLATFORMS ARE INHERENTLY INSECURE. ACCORDINGLY, YOU AGREE WE ARE NOT LIABLE FOR ANY CHANGES TO, INTERCEPTION OF, OR LOSS OF CUSTOMER DATA WHILE IN TRANSIT VIA THE INTERNET OR A THIRD-PARTY SERVICE PROVIDER’S APPLICATION, INFRASTRUCTURE, OR NETWORK. BETA OFFERINGS ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITH NO WARRANTIES WHATSOEVER, AND WE WILL HAVE NO LIABILITY AND NO OBLIGATION TO INDEMNIFY FOR ANY BETA OFFERING WHATSOEVER.
You will defend us, our officers, directors, employees, and Affiliates (collectively, “Pre-Script Indemnified Parties”) from and against any claim, demand, suit, or proceeding made or brought against a Pre-Script Indemnified Party by a third party alleging or arising out of any claim that your or any Client’s use of the Services, infringes or misappropriates such third party’s intellectual property rights (collectively, “Customer Indemnifiable Claims”). You will indemnify us from any damages, fines or penalties imposed by a government or regulatory body, attorneys’ fees, and costs awarded against a Pre-Script Indemnified Party or for settlement amounts approved by you for a Customer Indemnifiable Claim.
11 Limitation of Liability
NEITHER PARTY HAS ANY LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS FOR ANY LOST PROFITS, REVENUES, GOODWILL, OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER, LOST DATA, BUSINESS INTERRUPTION, OR PUNITIVE DAMAGES, WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF A PARTY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF A PARTY’S REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. THE FOREGOING DISCLAIMER WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.
12. Use of Marks
Use of Marks. You grant us the right to use your name, logo, and a description of your use case to refer to you on our website, earnings releases and calls, or marketing or promotional materials, subject to your standard trademark usage guidelines that you expressly provide to us.