PLEASE SCROLL DOWN AND READ THESE TERMS AND CONDITIONS OF USE CAREFULLY, INCLUDING IMPORTANT PROVISIONS REGARDING BINDING AND FINAL ARBITRATION, LIMITATION OF LIABILITY, WAIVERS AND INDEMNITIES. THESE TERMS AND CONDITIONS OF USE ARE A LEGAL CONTRACT BETWEEN YOU AND TID EXCHANGE, INC.
1.1. Applicability of Terms. T1D Exchange, Inc. (“T1D Exchange,” “we,” “us,” “our“) is an independent nonprofit organization (501(c)(3)) whose mission is to accelerate therapies and improve care for people living with type 1 diabetes. These Terms and Conditions of Use (these “Terms”) form a contract between you and T1D Exchange and contain the terms and conditions governing your access to and use of the T1D Exchange website and any digital property or user portal with an authorized link to these Terms(the “Site”). These Terms govern (i) any request you make to T1D Exchange through the Site, (ii) your registration of an account with us, and (ii) your use or purchase of any content, information, materials, databases, features, products and/or services available or enabled through the Site (collectively, the “Services”).
Use of the Site or the Services constitutes: (i) your acceptance of the Terms, which include T1D Exchange’s Privacy Notice and any other separate terms, conditions or policies that may be posted to the Site, (ii) your representation that you are of legal age in your jurisdiction of residence to form a binding contract, and (iii) your representation that you have the authority to enter into the contract formed by the Terms personally and, if applicable, on behalf of any clinic, hospital or other legal entity on whose behalf you use the Services.
T1D Exchange’s Privacy Notice and any other separate terms, conditions, or policies posted to the Site are intended to be read together with, supplement, and be incorporated by reference into these Terms. If you do not agree to be bound by these Terms, you may not access or use the Site or the Services.
1.2. Other Relationship with T1D Exchange. If you have an account or other relationship with T1D Exchange, that relationship is governed by the agreement specific to that particular account or relationship; provided that nothing in those other agreements shall diminish the protections and rights provided to T1D Exchange under these Terms.
1.3. Modification of Terms. T1D Exchange reserves the right to change, delete, and update portions of these Terms or other policies that govern use of the Site at its discretion, at any time, for any reason, including the right to terminate the Services or any part of the Services. You should review these Terms periodically for changes. These Terms can be accessed from the link at the bottom of each Site page. Your continued access or use of the Site shall be deemed acceptance of all changes.
1.4. Termination. If you no longer agree to be bound by these Terms, you must cease use of the Site and Services. You agree that T1D Exchange may terminate, restrict, or suspend all or part of your license to access the Site and delete any content transmitted to or through the Site, at any time, at its sole discretion, without prior notice to you and without any liability to you. T1D Exchange also reserves the right to take any action relating to user-submitted information or user generated content that it deems necessary or appropriate if such information, as determined in T1D Exchange’s sole discretion, may create liability for T1D Exchange, its agents or its contractors or may affect T1D Exchange’s business relationships or contracts with its agents or its contractors. If T1D Exchange denies you access to the Site, you agree to destroy all materials obtained from the Site and all copies of those materials with the exception of your personal customer account related materials and personal health data. You acknowledge that upon termination, T1D Exchange may immediately deactivate or delete your account and all related information and files in the account and bar you from further access to the files, the Site, and the Services. Upon termination of these Terms and any related Services, T1D Exchange shall continue to have the right to use and distribute any data or information you provided to T1D Exchange to the extent permitted under these Terms, the Privacy Notice, applicable law, or as you may have otherwise agreed to on the Site or through your use of the Services.
1.5. Questions. If you have questions regarding these Terms, please contact T1D Exchange at email@example.com.
- No Medical Advice
T1D Exchange does not offer medical advice. Any content accessed through the Site is for informational purposes only, and is not intended to cover all possible uses, directions, precautions, drug interactions, or adverse effects. Similarly, you are solely responsible for the accuracy of all information contained in your personal health data provided by you through the T1D Exchange Registry or any other portal of the Site. The content accessible through the Site and your personal health data should not be used for the diagnosis or treatment of any medical condition or used during a medical emergency. Any personal health data provided by you through the Site is not intended to be a medical record under any federal or state law. Please consult your doctor or other qualified health care provider if you have any questions about a medical condition, or before taking any drug, changing your diet or commencing or discontinuing any course of treatment. Do not ignore or delay obtaining professional medical advice because of information accessed through the Site. Call 911 or your doctor for all medical emergencies.
- Registration and User Information
3.1. Registration. When registering for an account on the Site or using the Services, you agree not to impersonate any person or entity, misrepresent any affiliation with another person, entity or association, use false e-mail or other headers, or otherwise conceal your identity from T1D Exchange for any purpose. You agree not to create an account if you previously have been banned from using any of the Services. You further agree that you will not maintain more than one account for the same T1D Exchange Service at any given time. T1D Exchange reserves the right to remove or reclaim any usernames at any time and for any reason. You acknowledge and agree that you have no ownership or other property interest in your account and that all rights in your account are owned by T1D Exchange.
3.2. User Information. You agree that any information you provide to T1D Exchange, including, without limitation, passwords, usernames, login ID’s, and other information, whether through questionnaires, registration forms or other information requests, (collectively “User Information”), will be true, accurate, current and complete. You agree not to provide any User Information that is false, inaccurate, misleading, or fraudulent. You are solely responsible for all transactions and transmissions that occur through the use of your User Information, and it is your responsibility to maintain and promptly update your User Information. To the fullest extent permitted by applicable law, you agree that T1D Exchange is not liable to you or any third party for damages or losses related to the accuracy or disclosure to T1D Exchange of your User Information or to your failure to maintain the confidentiality of your User Information. Except as otherwise expressly permitted in a sharing authorization you execute with T1D Exchange, you agree not to share the username and password you use to log into this Site, not to allow another person to use your account in your absence, and to exit from your account at the end of each session. These efforts will assist in preventing unauthorized use or misuse of the Site and protect you, T1D Exchange and other Site users. If you believe that someone has used your User Information to access any T1D Exchange services without your authorization, you agree to contact T1D Exchange immediately at 800-555-1212 or privacy@T1DExchange.org.
3.3 Privacy Notice. Please review T1D Exchange’s Privacy Notice for information regarding T1D Exchange’s policies and procedures for disclosing and using your Personal Information (as defined in the Privacy Notice).
- Posting to Site
4.1. Responsibility for Submitted Materials. In addition to User Information, you and other users of the Site may submit additional information, content (including text, images, video and audio) and other materials (collectively, “Submitted Materials”) through the Site. T1D Exchange does not claim any ownership of your Submitted Materials, whether or not solicited by T1D Exchange. You agree that Submitted Materials are the responsibility of the party that posted, uploaded, emailed, transmitted, transmitted or otherwise made available to the Site, and you represent and warrant that you have all of the necessary rights to grant T1D the license in your Submitted Materials set forth in Section 4.2. For example, if you post an image you obtained from another party, you are representing and warranting that you have the authority to post that image and that its posting is consistent with these Terms and any posted rules.
4.2. License to Submitted Materials. By making Submitted Materials available to the Site, you automatically grant T1D Exchange a royalty-free, perpetual, irrevocable, non-exclusive license to use, reproduce, modify, publish, edit, translate, distribute, perform, and display the Submitted Materials alone or as part of other works in any form, media, or technology whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sublicensees for any purpose. The foregoing license includes the right to exploit any proprietary rights in your Submitted Materials, including, but not limited to, under copyright, trademark, trade secret, patent or other intellectual property laws that exist in any relevant jurisdiction. In connection with the exercise of these rights, you grant T1D Exchange, and anyone authorized by T1D Exchange, the right to identify you as the author of your Submitted Materials by name, email address or screen name, as we deem appropriate. You will not receive any compensation of any kind for the use of your Submitted Materials. Note that other users of the Site may search for, see, use, modify and reproduce any Submitted Materials that you post to any “public” area of the Site.
- Information Available on Site
5.1. Accuracy of Information. T1D Exchange relies on a variety of sources for the information it provides on the Site, including without limit, information related to its Services. This information includes information provided by T1D Exchange, information provided by third parties (including links to third party sources as further described In Section 8), and information provided in a community forum by other users of the Site. The information provided by T1D Exchange is provided to you in good faith based on the information available to T1D Exchange, although T1D Exchange cannot guarantee the currency or accuracy of the information. T1D Exchange is not responsible for information that is published off the Site and linked to the Site, or for responses to questions, comments or other information posted by users of the Site. You should confirm the accuracy of any information provided by third parties or other Site users with the author of such information.
5.2. License to You. By accessing any portion of the Site, you have a limited license to view, bookmark, download, post to social media platforms, and print, solely for your noncommercial, personal use and information only, the content and materials available on the Site (the “Materials“) that interest you, subject to any other terms and conditions of use in these Terms or on the Site. Any use of the Materials other than as permitted in this Section 5.2 is expressly prohibited.
5.3. Intellectual Property. T1D Exchange’s stylized name and other related graphics, logos, services marks and trade names used on or in connection with the Services (“Marks”) are the trademarks of T1D Exchange and may not be used without permission In connection with any third party products or services. The Marks, Materials, and software used on or as part of the Site may be registered and/or protected by U.S. and international copyright, trademark, patent and other laws. You agree to retain all trademark, copyright and other proprietary notices contained on the Site or the Services. You may not delete or change any copyright or trademark notices or alter or modify the Materials in any manner without the express written permission of T1D Exchange.
- Restrictions on Use of the Site
6.1. Communication Forums. The Site may contain public forums, online communities, bulletin board services, chat areas, email services, news groups, and/or other message or communication facilities designed to enable you to communicate with others (collectively, “Communication Services”). You agree to use the Communication Services only to post, send, and receive messages and material that are lawful and otherwise proper.
6.2. Restrictions on Use. You agree not to use the Services for any purpose prohibited by these Terms or by applicable law. You agree that when using the Site (including any related Services or Communication Services), you will not:
- Solicit login information or access an account belonging to someone else
- Bully, intimidate, or harass any user
- Use or attempt to use the Site, directly or indirectly, for the promotion of products, events, websites, or other activities that do not, in T1D Exchange’s sole and exclusive judgment, aid in furthering the mission to educate, support, and connect on the Site
- Use the Site to transmit, copy, reproduce, republish, upload, post, transmit, email, or distribute in any way material or content that infringes any copyright, trademark, proprietary, or other right of any party or that violates these Terms
- Copy (except as set forth above for non-commercial personal use), modify, distribute, create any derivative or compilation work from or display, T1D Exchange’s Marks or any text, graphic images, or other content from the Site, or redeliver such content using framing or similar technology
- Use any software or device designed to provide repeated automated access to password protected areas of the Site other than those made generally available by T1D Exchange
- Include “T1D Exchange” or any other Marks, the name of any T1D Exchange personnel, or any variation of these items as a meta tag or hidden textual element, or in any other fashion that may create a false or misleading impression of affiliation, sponsorship, or endorsement between T1D Exchange and you, any other party, or any other website, or otherwise use these items without T1D Exchange’s express written permission
- Collect, harvest or store personal data about other users of the Site
- Upload, email or otherwise transmit to T1D Exchange or through the Site or any T1D Exchange computer network any of the following: a sexually-explicit image or statement; advertising, promotional, or other unauthorized communication, including without limitation, “junk mail,” surveys, unsolicited email, “spam,” “chain letters,” “pyramid schemes,” or other inappropriate or unlawful materials
- Upload, email or otherwise transmit to T1D Exchange or through the Site any material that contains viruses, Trojan horses, worms, time bombs, cancel bots, Easter eggs or any other computer code; or files or programs that might interrupt, limit or interfere with, damage, surreptitiously intercept or expropriate any system, data or information related to the Site or any computer software, hardware or communications equipment that is owned, leased or used by T1D Exchange
- Use the Site to post or transmit any threatening, false, misleading, abusive, harassing, libelous, defamatory, vulgar, obscene, scandalous, inflammatory, pornographic, or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law
- Use any harvesting bot, robot, spider, scraper, or any other automated means to access the Site or the Services for any purpose without T1D Exchange’s express written permission
- Forge any TCP/IP packet header or any part of the header information in any email or posting
- Take any action that imposes, or may impose, in T1D Exchange’s sole discretion, an unreasonable or disproportionately large load on the T1D Exchange infrastructure
- Do anything that could disable, overburden, impair, Interfere or attempt to interfere with the proper working of the Site, the Services, or any activities conducted on the Site, such as a denial of service attack or interference with page rendering or other Site functionality
- Bypass measures used by T1D Exchange to prevent or restrict access to the Site or the Services, violate or attempt to violate the security or authentication measures of the system, or attempt to prove, scan, or test the vulnerability of a system or network without proper written authorization from T1D Exchange
- Facilitate or encourage any violations of these Terms
6.3 Reservation of Rights. T1D Exchange reserves the right to disclose the identity of anyone posting or transmitting any information or materials violating the above prohibitions to law enforcement authorities or pursuant to any court order requesting or directing T1D Exchange to disclose such information. T1D Exchange further reserves the right to remove any materials that violate the above requirements or otherwise do not conform to these Terms.
You agree that T1D Exchange has the right, but is not obligated, to monitor your use of the Site, Services, and any Communications Services. You release T1D Exchange from any liability related to its monitoring activities, any alleged failures by T1D Exchange to monitor the Site, and any alleged actions or failures to act by T1D Exchange in response to information or material appearing on the Site. Any message posted or transmitted through the Communications Services expresses only the views of the author of the message and does not necessarily reflect the views of T1D Exchange or any person or entity associated with T1D Exchange. Neither T1D Exchange, nor any person or entity associated with T1D Exchange, will be held responsible for the contents, accuracy, completeness or validity of any information posted by Site users through the Communication Services.
Any user who believes that a posted message is objectionable is encouraged to contact T1D Exchange immediately by using the report abuse feature on the Site.
- Third-Party Links and Information
8.1. Third Party Links. For your general informational use only, T1D Exchange may provide access to third party websites. These links allow you to leave the Site. When you click on such a link, we will not warn you that you have left the Site. T1D Exchange does not control and is not responsible for Third-Party Links. T1D Exchange provides these Third-Party Links only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to them, or any content, products or services accessible through such links. T1D Exchange is unable to verify, and takes no responsibility for, the contents of any third party website that may be linked to the Site via hyperlink or otherwise, whether such link is provided by T1D Exchange or by a third party (including any responsibility for the accuracy, timeliness, or suitability of the content of any third party website to which T1D Exchange may link). Your use of all third party links is at your own risk. By providing access to other websites, T1D Exchange is not recommending or supporting any third party, is not recommending the purchase or sale of any products or services of a third party, and is not endorsing or acknowledging that it is affiliated with any website’s sponsoring organization. T1D Exchange does not expressly, or by implication, endorse, recommend, or make any representations or warranties related to any commercial product, process or service (whether by trade name, trademark, service mark, generic description or referral to a distributor or manufacturer) referred to on any third party site or related to creation of links to such site. Before relying on any information contained on any third-party website, you are cautioned to undertake your own independent evaluation of its accuracy, completeness, usefulness, timeliness and correct sequencing, and protections against potential viruses and other malicious code in downloaded material.
8.2. Third Party Information. T1D Exchange may include third party information on the Site for general informational purposes. T1D Exchange is unable to verify the accuracy or completeness of third party information posted to the Site or accessible from the Site. Consequently, you agree T1D Exchange does not guarantee, and is not liable to you for, the accuracy, results, completeness, authorship or suitability of any third party content and T1D Exchange is not obligated to maintain, verify, update or post any corrections to such third party information for any reason. Nothing on the Site referencing any third parties with whom T1D Exchange conducts business, and nothing in these Terms, shall be deemed to create any agency relationship or affiliation with, or endorsement or sponsorship of, such third parties or you or make the third parties or you partners or joint venturers with T1D Exchange, or otherwise provide you or any third parties with any rights to act on T1D Exchange’s behalf.
- Disclaimers and Limitations of Liability
In using this Site you acknowledge and accept that there are risks, including, without limitation, the risk of harm of people acting under false pretenses. You assume all risks associated with dealing with other users with whom you come in contact through the Site and other parties that use the Site or your User Information for unauthorized or illegal purposes.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ALL INFORMATION, SERVICES, SOFTWARE AND CONTENT AVAILABLE THROUGH THE SITE, OR ON BEHALF OF T1D EXCHANGE, AND THE SITE ITSELF, ARE FURNISHED FOR GENERAL INFORMATIONAL PURPOSES ONLY, AND ARE FURNISHED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY IMPLIED OR EXPRESSED WARRANTY OF ANY KIND INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY, SECURITY, CORRECTNESS AND NON-INFRINGEMENT. T1D EXCHANGE MAKES NO REPRESENTATION OR WARRANTY REGARDING, IS NOT RESPONSIBLE FOR, AND DISCLAIMS ALL LIABILITY FOR, THE CONTINUED AVAILABILITY, RELIABILITY, ACCURACY, RESULTS OR PERFORMANCE OF THE SITE OR THE SERVICES, OR ANY MATERIAL ON THE SITE, THE PERFORMANCE OF THE INTERNET, THE DOWNLOADING COMPATIBILITY OF ANY MATERIALS OR SOFTWARE WITH YOUR COMPUTER SYSTEM, THE EXISTENCE OF ANY VIRUS, WORM, MALICIOUS CODE OR OTHER DISABLING DEVICE FROM ANY SOURCE, THE UNAUTHORIZED ACCESS TO OR USE OF YOUR INFORMATION BY A PARTY OTHER THAN T1D EXCHANGE, ANY TECHNICAL FAILURES (INCLUDING HARDWARE OR SOFTWARE FAILURES), INCOMPLETE, SCRAMBLED, OR DELAYED COMPUTER TRANSMISSIONS, AND/OR TECHNICAL INACCURACIES, OR LOSS OR USE OF DATA, AS WELL AS UNAUTHORIZED ACCESS OF USER TRANSMISSIONS BY THIRD PARTIES ARISING OUT OF OR RELATED TO THESE TERMS. NO ONE IS AUTHORIZED TO MAKE ANY WARRANTY ON T1D EXCHANGE’S BEHALF, AND YOU CANNOT RELY ON ANY OTHER STATEMENT OF WARRANTY. YOU ASSUME RESPONSIBILITY FOR THE ACCURACY, APPROPRIATENESS, AND LEGALITY OF ANY INFORMATION YOU SUPPLY TO T1D EXCHANGE.
YOU AGREE THAT T1D EXCHANGE IS NOT LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, OR PUNITIVE DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF DATA, PRODUCTION, USE OR BUSINESS INTERRUPTION, WHETHER OR NOT T1D EXCHANGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL T1D EXCHANGE’S TOTAL LIABILITY TO YOU FOR ANY CLAIMS, DAMAGES, LOSSES, FEES AND EXPENSES (INCLUDING ATTORNEYS’ FEES), WHETHER IN CONTRACT, TORT, TRESPASS OR OTHERWISE EXCEED THE GREATER OF THE FEES YOU PAID TO T1D EXCHANGE FOR THE PARTICULAR SERVICES FROM WHICH ANY CLAIMS ARISE OR $100. IF YOU LIVE IN A STATE THAT DOES NOT ALLOW THE WAIVER OF CERTAIN WARRANTIES, OR LIMITATIONS OR DAMAGES WAIVERS DESCRIBED IN THIS SECTION 9, SOME OF THESE WAIVERS AND LIMITATIONS MAY NOT APPLY TO YOU. YOU AGREE TO PROMPTLY NOTIFY T1D EXCHANGE IN WRITING IF YOU BELIEVE YOU HAVE ANY CLAIM AGAINST T1D EXCHANGE, AND, IN ANY EVENT, YOU AGREE THAT ANY CLAIM NOT BROUGHT WITHIN ONE YEAR OF YOUR DISCOVERY SHALL BE DEEMED WAIVED AND RELEASED.
In consideration of your use of the Site, you hereby agree to indemnify T1D Exchange, its parents, subsidiaries and affiliates, and the officers, directors, employees, agents, representatives, partners, licensors, and third party service providers of each (collectively, the “T1D Exchange Parties”) from and against any and all claims, losses, liabilities, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees and costs) arising out of or related to: (i) your (a) breach of these Terms, (b) violation of any person’s or entity’s legal rights (including, without limitation, copyright, patent, trade secret, trademark, or other proprietary rights, or publicity, contract, moral, or privacy rights) (c) violation of any applicable law, rule or regulation, or (d) negligence, recklessness, or misconduct; or (ii) unauthorized use of your User Information by a party other than T1D Exchange. You agree that the provisions In this Section 10 will survive any termination of your account or your access to the Site and Services.
- Copyright Infringement Claims
Pursuant to the Digital Millennium Copyright Act, T1D Exchange designates Its agent to receive notifications of claimed copyright infringement. If you reasonably believe that your work has been copied in a way that constitutes copyright infringement, please provide to T1D Exchange’s designated agent the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest
- A description of the copyrighted work that you claim has been infringed
- A description of where the material that you claim is infringing is located on the Site
- Your address, telephone number, and e-mail address
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law
- A statement by you, made under penalty of perjury, that the information included in your notification is accurate and that you are the copyright owner or authorized to act on behalf of the copyright owner.
T1D Exchange’s designated agent for notification may be contacted at:
By Email: DMCA@princelobel.com
By Mail: Prince Lobel Tye LLP, One International Place, Suite 3700, Boston MA 02110, ATTN: DMCA Agent
- Dispute Resolution
Please read the following arbitration agreement in this Section 12 (“Arbitration Agreement”) carefully. It requires you to arbitrate most disputes with T1D Exchange and limits the manner in which you can seek relief from us.
12.1. Applicability of Arbitration Agreement. If a dispute arises between you and any of the T1D Exchange Parties, it is the goal of T1D Exchange to work in good faith with you to quickly and amicably resolve the dispute. All disputes, claims, or controversies (“Claims”) arising under or relating to these Terms, the Site, or the Services that cannot be resolved informally, will be finally resolved by binding arbitration as described herein. The obligations to arbitrate shall not: (i) apply to violations of the Restrictions on Use of the Site set forth in Section 6; or (ii) prevent a party from seeking a preliminary injunction, temporary restraining order, specific performance or other procedures in a court of competent jurisdiction to obtain interim relief when deemed necessary by such court to preserve the status quo or prevent irreparable injury pending resolution by arbitration of the actual dispute. IF YOU AGREE TO ARBITRATION WITH T1D EXCHANGE, YOU ARE AGREEING IN ADVANCE THAT YOU WILL NOT PARTICIPATE IN OR SEEK TO RECOVER MONETARY OR OTHER RELIEF IN ANY LAWSUIT FILED AGAINST T1D EXCHANGE ALLEGING CLASS, COLLECTIVE, AND/OR REPRESENTATIVE CLAIMS ON YOUR BEHALF. INSTEAD, BY AGREEING TO ARBITRATION, YOU MAY BRING COVERED CLAIMS AGAINST T1D EXCHANGE ONLY IN AN INDIVIDUAL ARBITRATION PROCEEDING. IF SUCCESSFUL ON SUCH CLAIMS, YOU COULD BE AWARDED MONEY OR OTHER RELIEF BY AN ARBITRATOR. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING WHETHER TO ACCEPT THIS ARBITRATION AGREEMENT.
12.2. Arbitration Rules and Forum. Any dispute arising under or related to these Terms, the Site, or the Services (including the arbitrability of such a dispute and the existence, validity, interpretation, performance, termination or breach thereof) shall be finally settled by binding arbitration by a single arbitrator in accordance with the then-current Commercial Arbitration Rules of the American Arbitration Association (“AAA”), with the arbitration to be commenced no later than one (1) year after such Claim accrues (in absence of which it shall be deemed forever waived). A judgment upon an arbitrator’s award may be entered by any court of competent jurisdiction. The arbitrator shall be an expert in the field of Internet services. All parties shall bear their own expenses, except that the parties shall equally share the expenses of the arbitrator (except for the required non-refundable filing fees which shall be paid solely by the party asserting the related Claim).
12.3. Waiver of Jury Trial. YOU AND T1D EXCHANGE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT (OTHER THAN SMALL CLAIMS COURT AS PERMITTED HEREIN) AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and T1D Exchange are instead electing that all covered claims and disputes shall be resolved by arbitration under this Section 12, except as specified in section 12.1.
12.4. Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, COLLECTIVE OR REPRESENTATIVE BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE FOR CLAIMS COVERED BY THIS ARBITRATION AGREEMENT, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Notwithstanding anything to the contrary herein, in the event that this section 12.4 is deemed invalid or unenforceable with respect to a particular claim or dispute, neither you nor we shall be entitled to arbitration of such claim or dispute and instead the applicable claim or dispute shall be resolved in a court as set forth in section 12.6.
12.5. 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Section 12 by emailing a timely written notice of your decision to firstname.lastname@example.org within 30 days after first becoming subject to these Terms and this Section 12. Your notice must include your name and address, your T1D username (if any), the email address you used to set up your Site account (if you have one), and a clear statement that you want to opt out of this Section 12. If you opt out of this Section 12, all other parts of these Terms will continue to apply to you. Opting out of this Section 12 has no effect on any other arbitration agreements that you may currently have, or may enter into in the future, with us.
12.6. Jurisdiction and Venue. Exclusive jurisdiction and venue for arbitration or any other legal action or proceeding in any way related to the Site, the Services, or these Terms shall be in Boston, Massachusetts. Any matter brought before a court shall be brought solely in the state or federal courts located in Boston, Massachusetts.
- General Provisions
13.1. Applicable Law. You agree that the laws of the Commonwealth of Massachusetts (excluding any choice of law rules) govern your rights and obligations relating to T1D Exchange and your use of the Site. You agree to comply with all applicable laws governing your use of the Site and Services.
13.2. Exports. You may not use, export, import or transfer the Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. You agree to comply with all United States export laws and regulations and all applicable foreign export laws and regulations. You assume sole responsibility for any required export approval and/or licenses and all related costs and for the violation of any United States export law or regulation. You agree that no part of the Services available through the Site, either in whole or part, is being acquired for shipment, transfer, or re-export, directly or indirectly, to proscribed, embargoed, or prohibited countries or their nationals, denied destinations, or for prohibited activities or for weapons.
13.3. Severability and Waiver. If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.
No failure to exercise and no delay in exercising, by T1D Exchange, any right, power or privilege hereunder shall operate as a waiver hereof, except as expressly provided herein. Any waiver by T1D Exchange of a breach of any provision of these Terms shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the Terms unless and until agreed to in writing by T1D Exchange.
13.4. Independent Parties. For purposes of these Terms, neither parties hereto shall be considered an agent or employee of the other. No joint venture, partnership, or like relationship is created between the parties by these Terms.
13.5. Entire Agreement. These Terms, and any policies referenced herein (including the Privacy Notice), constitute the entire agreement between you and T1D Exchange related to the Site and Services. All prior agreements, representations, statements, negotiations, and undertakings with respect to the subject matter herein are superseded by these Terms. These Terms may not be amended, altered or added to in any manner except in writing, and as set forth herein. If there is a conflict between these Terms and any other terms appearing on the Site, or in any policies, those terms that are more favorable to T1D Exchange shall govern.
13.6. Headings. The headings of the sections in these Terms are strictly for convenience and shall not in any way be construed as amplifying or limiting any of these Terms.
13.7. Survival. The terms that by their terms or nature are intended to survive beyond the termination, cancellation, or expiration of these Terms shall survive.