Mobile Application Terms of Use

This Mobile Application Terms of Use (“Agreement”) is a binding agreement between you (“End User” or “you”) and Macrostax, LLC, a Colorado limited liability company (“Macrostax” or the “Company”). This Agreement governs your use of the [Macrostax App] [on the [Apple App Store/Google Play]], (including all related documentation, the “Application”). The Application is licensed, not sold, to you.

The Application is designed to provide you a data center, accessible via the Application, to assist you in organizing personal nutrition goals and tracking your personal progress toward those goals. The Application may provide ideas for meals and/or certain food items that fit certain macronutrient goals. The meal ideas or macronutrient goals are intended to be informational only and are subject to the limitations contained herein. This Agreement governs your access to and use of our Application. Please read this Agreement carefully before using our Application as they are a legally binding contract between you and Macrostax.

BY [CLICKING THE “AGREE” BUTTON/[[DOWNLOADING/INSTALLING/USING] THE APPLICATION]], YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL, OR USE THE APPLICATION AND DELETE IT FROM YOUR MOBILE DEVICE.

License Grant.

Subject to the terms of this Agreement, Company grants you, and no other persons, a limited, non-exclusive, and nontransferable license to: download, install, and use the Application for your personal, non-commercial use on one or more mobile devices owned or otherwise controlled by you (“Mobile Devices”) strictly in accordance with the Application’s documentation; and access, stream, download, and use on such Mobile Devices the Content and Services (as defined in Section 6) made available in or otherwise accessible through the Application, strictly in accordance with this Agreement and the Terms of Use applicable to such Content and Services as set forth in Section 6.

License Restrictions.

You shall not: copy the Application, except as expressly permitted by this license, or allow any other persons to use your account with the Application; modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application; reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Application or any part thereof; remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Application, including any copy thereof; rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Application, or any features or functionality of the Application, to any third party for any reason, including by making the Application available on a network where it is capable of being accessed by more than one device at any time; remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Application; or use the Application in, or in association with, the design, construction, maintenance, or operation of any hazardous environments or systems, including any power generation systems; aircraft navigation or communication systems, air traffic control systems, or any other transport management systems; safety-critical applications, including medical or life-support systems, vehicle operation applications or any police, fire, or other safety response systems; and military or aerospace applications, weapons systems, or environments; use, copy or reverse engineer the Application for any competing business purpose, or to develop a competing product.

Health, Medical Notice and Disclaimers.

The Application is designed to provide you with tools to help you meet your own stated individual goals. Your use of these tools, and any actions you take in connection with these tools, is completely at your own risk. You acknowledge that you take full responsibility for your health, life and well-being, as well as the health, lives and well-being of your family and children (born and unborn, as applicable), and all decisions now or in the future. Macrostax is not a doctor, medical professional, clinician or a licensed nutritionist, nor do we employ any such persons. Macrostax is not a medical or healthcare organization, and our staff cannot give you medical or healthcare advice or diagnosis, or create or provide nutritional prescriptions or prescriptive diets. We do not claim to help cure or treat any disease or condition, medical or otherwise. We do not provide medical aid or nutrition advice for the purpose of treating any health or mental condition or disease. Nothing in the Application should be construed as medical or healthcare advice, diagnosis, or to prescribe any course of treatment.

Any recommendations provided by the Application are not intended to diagnose, treat, cure, or prevent any disease. Our statements and information have not necessarily been evaluated by the Food and Drug Administration. Before using this Application, or participating in any other nutritional program, you should consult a physician to assess whether it is safe for you. The information and reports provided in the Application should not be construed as a substitute for nutritional advice by a physician or dietician. UNDER NO CIRCUMSTANCES SHOULD ANY INFORMATION PROVIDED BY THE APPLICATION REPLACE ANY DIETARY OR OTHER RECOMMENDATIONS, GUIDANCE OR ADVICE GIVEN TO YOU BY ANY PHYSICIAN OR REGISTERED DIETICIAN OR NUTRITIONIST. Any information provided is intended as useful information provided in respect of your stated goals — not as medical advice — nor as nutritionally prescriptive diets or advice. To the maximum extent permitted by applicable law, you expressly agree that we are not providing medical advice, diagnosis, or prescribing a course of treatment, nor are we providing nutritional prescriptions, or prescriptive diets, through information provided within the Application. The information provided in the Application, and/or any suggested meals or recipes provided in the Application, cannot and do not take into account any individualized health issues that you may have, and any individualized health dietary recommendations given to you by a physician.

If you have any medical condition known to you, including any medical condition diagnosed by a physician or other healthcare provider, are on any form of medication and/or prescription drugs (whether prescribed or unprescribed), or think you may have any medical condition or are experiencing symptoms of any medical condition (including but not limited to those described below), YOU NEED AND MUST CONSULT WITH A PHYSICIAN BEFORE USING THIS APPLICATION. If you have any such condition, by using the Application, you hereby represent and warrant that you have consulted with a physician about your use of the Application, and agree to indemnify, release, and hold harmless Macrostax and all Macrostax personnel from any and all damages connected with your failure to consult with a physician and your breach of such representation and warranty. The types of medical conditions with which this Application could interact include, but are not limited to, the following: eating disorder, pregnancy, diabetes, food allergies or intolerances, any type of diabetes, high or low blood pressure, high cholesterol, any other cardiovascular or metabolic issue, thyroid issues, insomnia, dementia, stomach or intestinal ulcers, gastroesophageal reflux disease or other digestive issues, any conditions affecting your internal organs (including liver, kidney, gallbladder, or pancreas) or other similar conditions.
Individual results are NOT guaranteed and WILL vary.

We cannot and do not guarantee that you will attain a specific or particular result, and you accept the risk that results and risks differ for each individual. Achieving your individual goals depends on many variables which are completely out of our control, including but not limited to your individual background, unique health and genetic profile, starting point, dedication, capacity, life experience, expertise, and level of desire, motivation, and commitment.

Macrostax Meal Planning.

This feature provides recipes and meal ideas that fit stated macronutrient goals. The Application enables filtering by dietary patterns such as: dairy-free, gluten-free, vegetarian, pescatarian, and vegan. Macrostax recipes have been categorized accordingly, provided, however that YOU ARE RESPONSIBLE FOR VERIFYING THE ACCURACY OF ALL INGREDIENTS BEFORE CONSUMING. Macrostax makes no representation or warranty, or provides any guarantee, as to the accuracy of such information. Macrostax is not responsible for inaccurate ingredient categorization or information. Manufacturer formulation changes may have occurred since the recipe was last updated, or manufacturers could simply have provided inaccurate information in error. If you have a food allergy, intolerance, or any other medical condition, it is your responsibility to review all food labels and consult a medical and/or a nutritional professional before utilizing this feature.

SPECIAL NOTICE TO CALIFORNIA RESIDENTS: YOUR STATE LAW ALLOWS ANY PERSON TO PROVIDE NUTRITIONAL ADVICE OR GIVE ADVICE CONCERNING PROPER NUTRITION–WHICH IS THE GIVING OF ADVICE AS TO THE ROLE OF FOOD AND FOOD INGREDIENTS, INCLUDING DIETARY SUPPLEMENTS. THIS STATE LAW DOES NOT CONFER AUTHORITY TO PRACTICE MEDICINE OR TO UNDERTAKE THE DIAGNOSIS, PREVENTION, TREATMENT, OR CURE OF ANY DISEASE, PAIN, DEFORMITY, INJURY, OR PHYSICAL OR MENTAL CONDITION AND SPECIFICALLY DOES NOT AUTHORIZE ANY PERSON OTHER THAN ONE WHO IS A LICENSED HEALTH PRACTITIONER TO STATE THAT ANY PRODUCT MIGHT CURE ANY DISEASE, DISORDER, OR CONDITION.

Reservation of Rights.

You acknowledge and agree that the Application is provided under license, and not sold, to you. You do not acquire any ownership interest in the Application under this Agreement, or any other rights thereto other than to use the Application in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Company reserves and shall retain its entire right, title, and interest in and to the Application, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.

Collection and Use of Your Information.

You acknowledge that when you download, install, or use the Application, Company may use automatic means (including, for example, cookies and web beacons) to collect information about your Mobile Device and about your use of the Application. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Application or certain of its features or functionality, and the Application may provide you with opportunities to share information about yourself with others. All information we collect through or in connection with this Application is subject to our Privacy Policy [INSERT AS LINK TO MOBILE APP PRIVACY POLICY]. By downloading, installing, using, and providing information to or through this Application, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Content and Services.

The Application may provide you with access to Company’s website located at wp.macrostax.com (the “Website”) and products and services accessible thereon, and certain features, functionality, and content accessible on or through the Application may be hosted on the Website (collectively, “Content and Services”). Your access to and use of such Content and Services are governed by Website’s Terms of Use and Privacy Policy located at [WEBSITE TERMS OF USE LINK] and [WEBSITE PRIVACY POLICY LINK], which are incorporated herein by this reference. Your access to and use of such Content and Services may require you to acknowledge your acceptance of such Terms of Use and Privacy Policy and/or to register with the Website, and your failure to do so may restrict you from accessing or using certain of the Application’s features and functionality. Any violation of such Terms of Use will also be deemed a violation of this Agreement.

User Generated Content.

The Application may provide interfaces and tools for you to submit content, including sharing, requests or comments to generate content and make it available to other users and/or to the Company at your sole discretion. “User Content” means any content you make available through the Application, or otherwise provided to the Company or other users, whether online or offline and whether or not solicited by the Company, or to the Company or its affiliates through your use of the Content and Services or otherwise.

For clarity, you retain all of your ownership rights in your User Content. However, by submitting User Content to the Company, you hereby grant the Company a worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to use, amend, reproduce, distribute, prepare derivative works of, display, publish, adapt, make available online or electronically transmit, and perform the User Content in connection with the Service and the Company’s (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each other user of the Application a non-exclusive license to access your User Content through the Application, and to use, reproduce, distribute, display, publish, make available online or electronically transmit, and perform such User Content as permitted through the functionality of the Service and under these Terms and Conditions. The above licenses granted by you in User Content you submit to the Application cannot be terminated or deleted (save for any personal information submitted, which will be subject to local privacy law). You understand and agree, however, that the Company may continue to distribute, or perform, server copies of your User Content relating to templates and documents. The above licenses granted by you in user comments you submit are perpetual and irrevocable.

If you provide the Company with any feedback or suggestions about Application, or any the Company products or services, the Company is free to use the feedback or suggestions however it chooses, without any obligation to account to you.

The Company has no obligation to pre-screen any content. You use all User Content and interact with other users at your own risk. Without limiting the foregoing, The Company reserves the right in its sole discretion to pre-screen, refuse, or remove any content. The Company shall have the right to remove any content that violates this Agreement or is otherwise objectionable.

[Geographic Restrictions. The Content and Services are based in the state of Colorado in the United States and provided for access and use only by persons located in the United States. You acknowledge that you may not be able to access all or some of the Content and Services outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Content and Services from outside the United States, you are responsible for compliance with local laws.]

Updates.

Company may from time to time in its sole discretion develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Mobile Device settings, when your Mobile Device is connected to the internet either: the Application will automatically download and install all available Updates; or you may receive notice of or be prompted to download and install available Updates.

You shall promptly download and install all Updates and acknowledge and agree that the Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.

Third-Party Materials.

The Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials”). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.

Billing and Payment.

The terms set forth in this Section are expressly subject to and governed by [the Apple App Store/Google Play] payment terms and conditions in all respects. You agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable.
Payment Authorization. If applicable with respect to any “In-App Purchases” which are not processed through [the Apple App Store/Google Play], you agree to the following: when you provide payment information to the Company or to one of its third-party payment processors, you represent to the Company that you are the authorized user of the card, PIN, key or account associated with that payment, and you authorize the Company to charge your credit card or to process your payment with the chosen third-party payment processor for any subscription, product or other fees incurred by you.

You agree to all terms and conditions of use of the Company’s third-party payment processors, including but not limited to those of Stripe, available here: https://stripe.com/us/legal

For subscriptions subject to automatic renewal after an agreed usage period, where recurring payments are made in exchange for continued use (“Recurring Payment Subscriptions”), by continuing to use the Recurring Payment Subscription you agree and reaffirm that the Company is authorized to process your payment with any applicable third-party payment processor, for any applicable recurring payment amounts. If you have purchased any Recurring Payment Subscriptions, you agree to notify the Company’s third-party payment processor promptly of any changes to your credit card account number, its expiration date and/or your billing address, or payment account number, and you agree to notify the Company’s third-party payment processor promptly if your credit card or other payment account expires or is cancelled for any reason.

If your use of Application is subject to any type of use or sales tax or VAT, then the Company may also charge you for those taxes, in addition to the subscription or other fees published.

The European Union VAT (“VAT”) tax amounts collected by the Company reflect VAT due on the value of any Content and Services, Application or Recurring Payment Subscriptions.

You agree that you will not use IP proxying or other methods to disguise the place of your residence, whether to circumvent geographical restrictions on content, to purchase at pricing not applicable to your geography, or for any other purpose. If you do this, the Company may terminate your access to your Account.

Responsibility for Charges Associated With Your Account.

As the Account holder, you are responsible for all charges incurred, including applicable taxes, and all purchases made by you or anyone that uses your Account, including your family or friends. If you cancel your Account, the Company reserves the right to collect fees, surcharges or costs incurred before cancellation. Any delinquent or unpaid Accounts must be settled before the Company will allow you to register again.

Third Party Sites.

Services may provide links to other third party sites. Some of these sites may charge separate fees, which are not included in and are in addition to any subscription or other fees that you may pay to the Company. Services may also provide access to third-party vendors, who provide content, goods and/or services on Services or the Internet. Any separate charges or obligations you incur in your dealings with these third parties are your responsibility. the Company makes no representations or warranties, either express or implied, regarding any third party site. In particular, the Company makes no representation or warranty that any service or subscription offered via third-party vendors will not change or be suspended or terminated.

Term and Termination.

The term of Agreement commences when you download the Application and will continue in effect until terminated by you or Company as set forth in this Section 11.

In order to terminate your subscription, you must cancel your subscription following the cancellation instructions in the Application. You cannot terminate your subscription simply by deleting or removing the Application from your Mobile Device. DELETING THE MACROSTAX APPLICATION ALONE WILL NOT TERMINATE YOUR SUBSCRIPTION.

Once you have elected to terminate your subscription, such termination will not be effective until the end of your already purchased subscription period. This Agreement will continue in full force and effect until such time.

Company may terminate this Agreement at any time without notice if it ceases to support the Application, which Company may do in the Company’s sole and absolute discretion. The Company may further terminate this Agreement at any time, for any reason, in the Company’s sole and absolute discretion. In addition, this Agreement will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this Agreement.

Upon termination: all rights granted to you under this Agreement will also terminate; termination does not entitle you to any refund of previously paid amounts (provided, however, that the Company may from time-to-time issue refunds to users if the Company determines the circumstances merit such refund, in the Company’s sole and absolute discretion); and you must cease all use of the Application and delete all copies of the Application from your Mobile Device and account. Termination will not limit any of Company’s rights or remedies at law or in equity.

Disclaimer of Warranties.

THE APPLICATION IS PROVIDED TO END USER “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

Limitation of Liability.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE APPLICATION OR THE CONTENT AND SERVICES FOR: PERSONAL INJURY, FAILURE TO OBTAIN PERSONAL FITNESS GOALS, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES. DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE APPLICATION.

THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

Indemnification.

You agree to indemnify, defend, and hold harmless Company and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys’ fees, arising from or relating to your use or misuse of the Application or your breach of this Agreement, including but not limited to the content you submit or make available through this Application.

Export Regulation.

The Application may be subject to US export control laws, including the Export Control Reform Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Application available outside the US.

Severability.

If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.

Governing Law.

This Agreement is governed by and construed in accordance with the internal laws of the State of Colorado without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this Agreement or the Application shall be instituted exclusively in the federal courts of the United States or the courts of the State of Colorado in each case located in Boulder and Boulder County. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Limitation of Time to File Claims.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE APPLICATION MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Entire Agreement.

This Agreement and our Privacy Policy constitute the entire agreement between you and Company with respect to the Application and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Application.

Waiver.

No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.

Notice.

Our notice to you via email, regular mail, or notices or links displayed in connection with the Application, constitutes acceptable notice to you under this Agreement. We are not responsible for your failure to receive notice if email is quarantined by your email security system (e.g., “junk” or “spam” folder) or if you fail to update your email address. Notice will be considered received forty-eight hours after it is sent if transmitted via email or regular mail. In the event that notice is provided via links displayed in connection with the Application, then it will be considered received twenty-four hours after it is first displayed.

Arbitration; Class Action Waiver.

Any dispute arising out of or relating to your use of the Application or otherwise related to this Agreement, including without limitation regarding any breach hereunder, shall be finally resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction. The arbitration will be conducted in the City of Boulder, Colorado, by an arbitrator with applicable industry expertise in the mobile app industry, who shall be named in accordance with such rules. The award of the arbitrator shall be final and binding on you and us, and shall be accompanied by a statement of the reasons upon which the award is based, and such statement as well as all information concerning such an arbitration proceeding including without limitation all evidence and materials submitted by you or us shall be kept strictly confidential by you. You shall pay for your own legal costs and expenses involved in any such arbitration, including without limitation reasonable attorneys’ fees, and we shall pay for all of our such costs and expenses unless the matter being arbitrated involves your breach of any of the provisions of this Agreement, in which case you shall pay both for your as well as for our legal costs and expenses including without limitation reasonable attorneys’ fees incurred by us in pursuing such a claim.

NO ARBITRATION OR CLAIM UNDER THIS AGREEMENT SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. You agree to arbitrate solely on an individual basis, and that this Agreement does not permit class arbitration or any claims brought as a plaintiff or class member in any class or representative arbitration (or other) proceeding. The arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. In the event the prohibition on class arbitration is deemed invalid or unenforceable, then the remaining portions of the arbitration agreement will remain in force. Notwithstanding the foregoing, either party may apply to any federal or state court sitting in the County of Boulder and State of Colorado for injunctive relief or enforcement of this arbitration provision or for a breach of any party’s ownership rights in and to the Application, without breach of this arbitration provision. YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM, SUIT OR ACTION THAT YOU MAY HAVE AGAINST ANY OF THE COMPANY PARTIES ARISING UNDER OR RELATED TO THIS AGREEMENT MUST BE BROUGHT BY YOU PURSUANT TO THIS SECTION.