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DROPLETTE Terms of USE


Last Updated: November 4, 2020

These Terms of Use (this “Agreement”) applies to all websites provided by Droplette Inc. (“Droplette”, “we”, “us” or “our”), including the Site hosted on the domain droplette.io (collectively, “Sites”), any mobile application made available to you by Droplette (each, a “Mobile Application”), any devices (including any software integrated therein), capsules, formulas or accessories (“Products”) and all services provided by us in connection with such Sites, Mobile Applications, Products or otherwise, to you (“User,” “Users” “you” or “your”), as well as functionality or services we may choose to provide through some other mechanism (collectively the “Services”).

PLEASE READ THESE TERMS OF USE CAREFULLY BECAUSE THIS AGREEMENT CONSTITUTES A LEGALLY BINDING CONTRACT BETWEEN YOU AND DROPLETTE. IF YOU DO NOT WISH TO ACCEPT THIS AGREEMENT, PLEASE DO NOT ACCESS OR USE THE SERVICES. BY ACCESSING, UPLOADING INFORMATION TO, OR OTHERWISE USING, THE SERVICES, YOU AGREE (1) TO BE BOUND BY THIS AGREEMENT, (2) YOU ARE AT LEAST 18 YEARS OLD, (3) YOU HAVE READ AND UNDERSTAND THIS AGREEMENT AND (4) YOU ACCEPT THIS AGREEMENT. THIS AGREEMENT CONTAINS AN AGREEMENT TO ARBITRATE DISPUTES, WHICH (I) REQUIRES THAT YOU AND DROPLETTE ARBITRATE CERTAIN CLAIMS BY BINDING, INDIVIDUAL ARBITRATION INSTEAD OF GOING TO COURT; AND (II) LIMITS CLASS ACTION CLAIMS.

IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, YOU SHOULD DIAL “911” OR YOUR LOCAL EMERGENCY NUMBER IMMEDIATELY.

Droplette does not provide medical services or medical advice. You acknowledge that your reliance on any information provided by us or any other user via the Services is solely at your own risk. No doctor-patient relationship is created by use of the Services. Information you receive via the Services is not a substitute for a formal diagnosis or physical examination, and should not be used to treat a medical condition. Do not ignore or delay obtaining professional medical advice because of information you obtain through the Services.



SERVICES.

Products and Membership. Through the Services, you may subscribe to a membership plan under which Droplette will provide you with particular Products on particular schedule, as selected by you through the Services, solely for your personal, non-commercial use, in each case subject to your compliance with this Agreement and your payment of all applicable Fees (as defined below) (“Membership”). From time to time, Droplette may also permit the purchase of Products directly from Droplette (without a Membership) or from certain approved resale partners, which may include dermatology clinics. Droplette will use reasonable efforts to contact you via the e-mail address associated with your Membership if any problems arise with a delivery or any payment or information associated with your Membership. Droplette reserves the right to cancel or suspend any order if it cannot resolve any such problem with your Membership.

Membership Renewals, Pauses, and Cancellations. YOU ACKNOWLEDGE AND AGREE THAT EACH MEMBERSHIP AUTOMATICALLY RENEWS, AND YOU WILL BE CHARGED THE APPLICABLE FEES, UNLESS YOU CANCEL IT OR WE SUSPEND OR TERMINATE IT IN ACCORDANCE WITH THESE TERMS. A RETURN OF PRODUCTS DOES NOT CANCEL YOUR MEMBERSHIP: THE ONLY WAY TO CANCEL YOUR MEMBERSHIP IS THROUGH THE CANCELLATION FUNCTION MADE AVAILABLE THROUGH THE SERVICES. Once you have subscribed to a Membership, then unless and until you cancel such Membership, Droplette terminates or suspends such Membership, or you Pause (as defined below) such Membership, Droplette will ship you Products in accordance therewith, and will bill you using your provided payment information for all applicable Products (including any add-on Products you select for particular deliveries), shipping costs and applicable taxes. You hereby agree to pay all such charges. Droplette may make available to you the ability to temporarily pause deliveries under your Membership through the Services (a “Pause”). During a Pause, your Membership remains active, but regular Product deliveries will not occur (and therefore you will not be billed the Fees associated with such undelivered Products). You may cancel your Membership through the Services at any time (“Cancellation”), but Cancellation must occur at least two full business days prior to the shipment date of your next delivery of Products in order to avoid being charged Fees for such shipment.  

Promotions and Modifications. To the extent Droplette makes Memberships available on a promotional basis through the Services, eligibility, specific rules about such Memberships, combinations of such Memberships with other offers, rules about “add on” Products or additional services, and other terms and conditions relating thereto shall be as set forth in the Services from time to time, and are subject to change. Droplette reserves the right, in its absolute discretion, to withdraw or modify any Product, Membership, offering, or promotion at any time without prior notice and with no liability. Any and all Products, Memberships, offers, or promotions advertised on the Droplette Services are void where prohibited, and are subject to the posting of any official rules to such offers or promotions.

Return of Products. From time to time, Droplette may offer the ability for members to return Products in the absence of a claim under the Limited Warranty (as defined below). In such cases, the Additional Terms set forth in the Services with respect to any such return shall apply, and Droplette reserves the right, in its absolute discretion, to withdraw or modify any such ability at any time. 

Cosmetic Care Only. Droplette is not a medical provider and the Products are not medical devices or medications. You acknowledge and agree that we are not a healthcare provider and you are not entering into a doctor-patient or other health care provider-patient relationship with us. 

Eligibility and Prerequisites. You are not eligible to use the Services if you are under eighteen (18) years of age. You hereby represent and covenant to us that you satisfy this eligibility requirement, you will comply with all applicable laws in visiting, accessing, registering or using the Services, and you will only use the Services for lawful purposes. You may be required to establish an account through the Services in order to use any Product, and you acknowledge and agree that certain prerequisites may be required (such as having access to a mobile device with a Bluetooth connection) in order to make use of some aspects of the Services. 

Third Party Components. The Services may leverage third party services (“Third Party Components”). Droplette has no responsibility or liability for any act, omission, or occurrence that is at all associated with any Third Party Component, and your use of any Third Party Component shall be subject to the terms and conditions applicable thereto. 

Fees. Droplette may charge fees in connection with your use of the Services (“Fees”), which shall be due and payable in such amounts and at such times as are described in the Services from time to time. Droplette may use a third party payment service to process your payment of Fees. By submitting your payment account information, you grant us the right to store and process your information with the third party payment service and agree that we will not be responsible for any failures of the third party to adequately protect such information. The processing of payments will be subject to the terms, conditions and privacy policies of such third party payment service in addition to this Agreement. 

No Insurance. We do not accept insurance. Therefore, you are personally responsible for all financial obligations you may incur through your use of the Services, including any payments for Products.

Certain Restrictions. All Products and Memberships are for your personal use only, and you are not permitted to resell or otherwise use Products or Memberships for or on behalf of any third party, or for any commercial or business purpose. Memberships are personal and non-transferable. Membership pricing is subject to change on a go-forward basis by Droplette at any time upon written notice to you. You shall not (i) impersonate any person or entity, or use or provide any fraudulent, misleading or inaccurate information; (ii) harass or threaten any person; (iii) access or use another user’s account without permission, or solicit another user’s login information; (iv) “frame” or “mirror” any portion of the Services; (v) use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine”, scrape, or in any way reproduce or circumvent any aspect of the Services; (vi) harvest or collect information about other users of the Services; or (vii) use the Services on behalf or for the benefit of any third party.

Restrictions on Certain Uses. Droplette Products are designed to operate solely when used in connection with other Droplette Products, and not with any third-party or custom formulas, modifications, capsules, or other inputs. For example and without limitation, the Device (as defined below) is made to operate only with Droplette capsules and Droplette formulas. You shall not use any Product with any third-party or custom formula, modification, capsule, or other input. You shall not reverse engineer, disassemble, dismantle, “tear down”, modify, or customize any Product or any aspect of the Services.

Additional Terms. You agree that Droplette may require that you comply with additional terms and conditions with respect to specific Products or orders or your use of specific Services, in each case that Droplette makes available to you through the Services (the “Additional Terms”). Such Additional Terms are made part of this Agreement by reference and if there is a conflict between this Agreement and the Additional Terms, the Additional Terms shall control.

USER CONTENT

Privacy Policy. Our Privacy Policy (“Privacy Policy”) [URL], describes our collection, use and disclosure of data and information in connection with the Services. We may update our Privacy Policy from time to time, in accordance with its terms. Our Privacy Policy is incorporated into this Agreement, and by using the Services you agree to the collection, use and disclosure practices in our Privacy Policy.

User Content. You may provide to Droplette or to other users of the Services information about yourself in connection with your use of the Services and/or text, graphics, images, video, audio, or other data supplied by you (collectively the “User Content”). You acknowledge and agree that you provide User Content with full understanding of (i) our rights to use such information under this Agreement; (ii) the fact that we do not control other users. You represent that all User Content provided by you is accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations. You understand that Droplette does not guarantee any confidentiality with respect to User Content.

Responsibility. You are solely responsible for your User Content and you represent and warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Content to enable inclusion and use of the User Content in the manner contemplated by the Services and this Agreement; and (ii) you have the express consent, release, and/or permission of each and every identifiable individual person in the User Content to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the User Content in the manner contemplated by the Services and this Agreement.  

Restrictions and Disclaimers. You agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant us all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage us or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) post advertisements or solicitations of business; or (v) impersonate another person. We do not endorse any User Content or any opinion, recommendation, or advice expressed therein, and we expressly disclaim any and all liability in connection with any User Content. We do not permit copyright infringing activities and infringement of intellectual property rights in connection with the Services, and we will remove all Content and User Content if properly notified that such Content or User Content infringes on another’s intellectual property rights. We may remove any Content and User Content without prior notice. We also reserve the right to decide whether Content or User Content is appropriate and complies with this Agreement for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material, or excessive length. We may remove such User Content and/or terminate your access for uploading such material in violation of this Agreement at any time, without prior notice and at our sole discretion. We are under no obligation to screen or monitor any content, but may review the content from time to time at our sole discretion.

Use of Information. You hereby grant to Droplette a perpetual, irrevocable, royalty-free, worldwide right and license to copy, display, make derivative works of and otherwise use your User Content to provide the Service and to develop or improve any Droplette product or service, including without limitation for promoting and redistribution part or all of the Services (and derivative works thereof) in any media formats and through any media channels and sharing the User Content with social media platforms (i.e., posting User Content to Twitter or Facebook if enabled in your account’s sharing settings). Droplette has the right to use for any purpose (other than sale to a third party) any aggregated, anonymized information that it derives from the combination of your User Content with the information from other users (provided that, for clarity, such information cannot be used to identify any User and cannot be connected to any User).

OWNERSHIP; PROPRIETARY RIGHTS.  

Materials. The Services are owned and operated by Droplette. All content and all other elements (whether written or otherwise) of the Services (collectively, the “Materials”), as well as their selection and arrangement, and all intellectual property and other rights relating to Materials, are the property of Droplette. You agree not to directly or indirectly sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.

Feedback. You may provide feedback, ideas and suggestions to Droplette (collectively, “Suggestions”). If you provide any Suggestions, you agree that: (i) your Suggestion(s) become our property and you are not owed any compensation in exchange; (ii) none of the Suggestion(s) contain confidential or proprietary information of any third party; (iii) we may use or redistribute Suggestion(s) for any purpose and in any way; (iv) there is no obligation for us to review your Suggestion(s); and (v) we have no obligation to keep any Suggestions confidential.

SUSPENSION; TERMINATION. You agree that Droplette may suspend or terminate your use of any Services or any portion thereof at any time, for any or no reason, and you agree that Droplette will not be liable to you or any third party for any such suspension or termination. 

PRODUCT WARRANTY

Limited Warranty. Droplette warrants that the Droplette Microfusion Skincare Tool (the “Device”) will be free from material defects in materials or workmanship for a period of one (1) year from the date you order the Device (“Warranty Period”; such warrant, the “Limited Warranty”). If your Device is found to be defective in a manner that violates the Limited Warranty during the Warranty Period, Droplette will replace your device with a new or refurbished Device, at no additional charge, provided that (i) you maintain an active Membership with no outstanding balance or any unpaid fees; (ii) maintain a valid payment method on file; (iii) are the original owner of the Device; (iv) have used the Device strictly as permitted by this Agreement; (v) provide notice of the defect to support@droplette.io and follow Droplette’s instructions regarding the return of the Device to Droplette, in each case during the Warranty Period; and (vi) Droplette is able to verify that the Device is defective in a manner that violates the Limited Warranty. Any Limited Warranty replacement Device shall be warranted under the original Warranty Period for the remainder of that period or for thirty (30) days, whichever is longer, or for any period as required by applicable law.

Limitations on Coverage. This Limited Warranty does not cover: (i) lost Devices; (ii) damage or failure through misuse or malfunction, normal wear and tear, improper or negligent use, improper or abnormal use, or any use contrary to this Agreement or to instructions provided by Droplette; (iii) damage or failure due to accident, acts of God, unauthorized use, abuse, neglect, theft, unusual atmospheric conditions; (iv) cosmetic damage; (v) any modification to the device; (vi) attempted repair; (vii) any alteration of the factory model name and/or serial number. The Limited Warranty is non-transferable. Droplette reserves the right to charge you a fee for any unreturned device, even if you cancel your Membership or remove your payment method.

DISCLAIMERS. THE LIMITED WARRANTY IS OFFERED STRICTLY WITH RESPECT TO THE DEVICE, IS THE EXCLUSIVE WARRANTY GIVEN BY DROPLETTE AND SUPERSEDES ANY PRIOR, CONTRARY OR ADDITIONAL REPRESENTATIONS. OTHERWISE, ALL SERVICES ARE MADE AVAILABLE “AS IS”, “AS AVAILABLE”, AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. DROPLETTE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, OR ANY WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR OBTAIN ANY PARTICULAR RESULTS. DROPLETTE DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THIS EXCLUSION APPLIES EVEN IF THIS WARRANTY FAILS OF ITS ESSENTIAL PURPOSES. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DROPLETE OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

INDEMNIFICATION. You agree to indemnify, defend, and hold Droplette (and its affiliated companies, contractors, employees, director, officers, and agents) harmless from any and all claims, suits, actions, losses, costs, damages, and any other liabilities, including attorneys’ fees, brought by a third party arising out of or related to (i) your use or misuse of the Services generally; (ii) any violation of the rights of any other person or entity by you; (iii) any breach or violation by you of this Agreement. Droplette reserves the right, at your expense, to assume the exclusive 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.

LIMITATION OF LIABILITY AND DAMAGES.

Limitation. YOU ACKNOWLEDGE AND AGREE THAT UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, WILL DROPLETTE (OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, DIRECTORS, OFFICERS, OR AGENTS) BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, RELIANCE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, EVEN IF DROPLETTE OR A DROPLETTE AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 7 WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT AND WILL APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL DROPLETTE (OR ITS AFFILIATES’, CONTRACTORS’, EMPLOYEES’, DIRECTORS, OFFICERS, OR AGENTS’) TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), WARRANTY OR OTHERWISE) EXCEED THE GREATER OF (I) THE FEES PAID BY YOU TO US UNDER THIS AGREEMENT DURING THE SIX (6) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY AND (II) ONE HUNDRED U.S. DOLLARS ($100).

Exceptions. APPLICABLE LAW IN YOUR STATE MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, YOU AGREE THAT DROPLETTE’S LIABILITY WILL BE LIMITED TO THE EXTENT PERMITTED BY APPLICABLE LAW IN YOUR STATE.

RELEASE. You hereby release and forever discharge us (and our directors, officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, 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: (i) any interactions with, or act or omission of the Services; or (ii) any Third Party Component. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

BENEFIT OF THE BARGAIN. YOU ACKNOWLEDGE AND AGREE THAT DROPLETTE HAS OFFERED THE SERVICES ENTERED INTO THIS AGREEMENT IN RELIANCE UPON THE WARRANTY DISCLAIMERS, THE LIMITATIONS OF LIABILITY, AND THE RELEASE SET FORTH ABOVE. YOU FURTHER ACKNOWLEDGE AND AGREE THAT THE WARRANTY DISCLAIMERS, THE LIMITATIONS OF LIABILITY AND THE RELEASE SET FORTH IN THIS AGREEMENT REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND DROPLETTE, AND THAT THE FOREGOING FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND DROPLETTE. DROPLETTE WOULD NOT BE ABLE TO PROVIDE THE SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THE FOREGOING.

DISPUTES.

Applicable Law. This Agreement, and any dispute between you and us, shall be governed by the laws of the Commonwealth of Massachusetts without regard to principles of conflicts of law that would result in the application of the law of any other jurisdiction, except that the Federal Arbitration Act shall govern the interpretation and enforcement of the arbitration provisions set forth below. Unless you and we agree otherwise, in the event that Section 10 is found not to apply to you or to a particular claim or dispute you agree that any claim or dispute that has arisen or may arise between you and us must be resolved exclusively by a state court located in Boston, MA or a federal court located in Boston, MA, except that you or we are permitted (i) to bring small claims actions in state court in the county in which you reside if such court has a small claims procedure; (ii) to bring claims for injunctive relief in any court having jurisdiction over the parties; or (iii) to seek enforcement of a judgment in any court having jurisdiction over the parties. To the extent permitted by law, you and we agree to waive trial by jury in any court proceeding.

Arbitration. Except for items (i)-(iii) set forth in Section 10.1, you agree that all disputes between you and us (whether or not such dispute involves a third party) arising out of or relating to this Agreement, our Services and/or our Privacy Policy shall be finally resolved by arbitration conducted in the English language in Boston, MA, U.S.A. under the Commercial Arbitration Rules of the American Arbitration Association (AAA) and you and we hereby expressly waive trial by jury. You and we shall appoint one arbitrator mutually agreed upon by you and us or, if you and we cannot agree within thirty (30) days of either party’s request for arbitration, such arbitrator shall be selected by the AAA upon the request of either party. The parties shall bear equally the cost of the arbitration (except that the prevailing party shall be entitled to an award of reasonable attorneys’ fees incurred in connection with the arbitration in such an amount as may be determined by the arbitrator). All decisions of the arbitrator shall be final and binding on both parties and enforceable in any court of competent jurisdiction. Notwithstanding the foregoing, application may be made to any court for a judicial acceptance of the award or order of enforcement. Under no circumstances shall the arbitrator be authorized to award damages, remedies or awards that conflict with this Agreement.

No Class Action. Any claims brought by you or us must be brought in that party’s individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. Neither you nor us will participate in a class action or class-wide arbitration for any claims covered by this Agreement. You hereby waive any and all rights to bring any claims related to this Agreement and/or our Privacy Policy as a plaintiff or class member in any purported class or representative proceeding. You may bring claims only on your own behalf. To the extent either party is permitted by law or court of law to proceed with a class or representative action against the other, the parties hereby agree that: (i) the prevailing party shall not be entitled to recover attorneys’ fees or costs associated with pursuing the class or representative action (not withstanding any other provision in this agreement); and (ii) the party who initiates or participates as a member of the class will not submit a claim or otherwise participate in any recovery secured through the class or representative action.

Changes to Arbitration Procedures. Notwithstanding any provision in this Agreement to the contrary, you and we agree that if we make any change to the arbitration procedures (other than a change to any notice address or link provided herein) in the future, that change shall not apply to any claim that was filed in a legal proceeding against us prior to the effective date of the change. Moreover, if we seek to remove the arbitration procedures from this Agreement, such removal shall not be effective until thirty (30) days after the version of this Agreement not containing the arbitration procedures is posted to our Site, and shall not be effective as to any claim that was filed in a legal proceeding against us prior to the effective date of removal. This agreement to arbitrate will survive the termination of your relationship with us.

COPYRIGHT INFRINGEMENT. If you are a copyright owner or an agent thereof and believe that any User Content or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail): (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material; (iv) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address; (v) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Our designated Copyright Agent to receive notifications of claimed infringement and other notices relating to User Content and/or violation of this Agreement (e.g., violations of criminal laws) is: Chief Financial Officer, Droplette, Inc., 110 Chauncy Street, Boston, MA 02111. Only DMCA notices and notices relating to complaints in connection with User Content or violations of this Agreement should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be addressed to support@droplette.io.

MISCELLANEOUS.

Severability, Waiver. If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions. A provision of this Agreement may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of any party at any time to require performance of any provision of this Agreement shall in no manner affect such party’s right at a later time to enforce the same. A waiver of any breach of any provision of this Agreement shall not be construed as a continuing waiver of other breaches of the same or other provisions of this Agreement.

Notices. Droplette may provide you with notices, including those regarding changes to this Agreement, by email, app push notification, regular mail or postings provided through any Services. You agree that any notices, agreements, disclosures or other communications that we send to you electronically shall be deemed to satisfy any legal communication requirements to the extent permitted under applicable law. You must provide notice to Droplette by email or regular mail using the information on the Site.

Assignment. This Agreement and any rights and licenses granted hereunder may not be transferred or assigned by you. Droplette may at any time, for any reason and without restriction, transfer or assign this Agreement and the obligations contained in this Agreement to a third party. You hereby acknowledge and agree that if another company acquires Droplette or substantially all of our assets (by sale, merger, or otherwise), that transaction may include a sale or transfer of your User Content and you agree to such transfer without further action or confirmation.

Survival. Any and all provisions related to or regarding limitation of liability, disclaimers, and indemnification, as well as any other provisions which by their nature are intended to survive expiration or termination of this Agreement, do and hereby survive any expiration or termination of this Agreement or any termination of your use of access to any Services.

United States Only. Droplette controls and operates the Services and sells Products in the United States. We provide the Services and Products only for persons located in the United States. We make no representation that the Services or Products are appropriate or available for use outside of the United States. If you choose to access the Services from, or use the Products outside the United States, you do so at your own risk. Any customer service commitments, warranties, and return policies are void with respect to any Product or Service accessed or used outside of the United States.

Headings; Entire Agreement. The heading references herein are for convenience purposes only, do not constitute a part of this Agreement, and shall not be deemed to limit or affect any of the provisions hereof. The word “including” means “including without limitation”. This is the entire agreement between us relating to the subject matter herein and shall not be modified except in writing, signed by both you and Droplette, or by a change to this Agreement.

Claims. YOU AND DROPLETTE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO ANY SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

Modification. We may change, modify, add or remove portions of this Agreement (each, an “Update”) at any time and in our sole discretion upon notice to you, and such Updates will be effective immediately. If we make Updates to this Agreement, we will change the “Last Updated” date above, which shall constitute notice to you. Your continued use of the Services is deemed to confirm your acceptance of the Update. We encourage you to frequently review this Agreement to ensure you understand the latest terms and conditions associated with use of the Services. If you do not agree to the Update, you must discontinue using the Services.