STATISTIC BRAIN

Universal Terms of Service Agreement

LAST REVISED: May 12, 2018

PLEASE READ THIS UNIVERSAL TERMS OF SERVICE AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES.

This Agreement shall constitute the entire agreement of the parties with respect to its subject matter and replaces and supersedes any prior written or verbal communications, representations, proposals or quotations on that subject matter.

This Agreement and its terms and conditions may be amended or replaced by Statistic Brain from time to time as described herein or by written agreement at the discretion of Statistic Brain.

By clicking “I accept” below, the individuals signing below hereby represent and warrants that they have the legal authority to bind the party on whose behalf they are signing to the terms of this Agreement.

1. OVERVIEW

This Universal Terms of Service Agreement (this “Agreement”) is entered into by and between Statistic Brain.com, LLC, a Delaware limited liability company (“Statistic Brain”) and you, and is made effective as of the date of your use of this website (“Site”) or the date of electronic acceptance. This Agreement sets forth the general terms and conditions of your use of the Site and the products and services purchased or accessed through this Site (individually and collectively, the “Services”), and is in addition to (not in lieu of) any specific terms and conditions that apply to the particular Services.

2. “STUDENT” STATUS

To be eligible for Student Access you must be currently enrolled in one(1) or more classes at an accredited college or university OR a student in primary to high school level education. Statistic Brain may review your account and require additional proof of your student status which may include (a)student identification card, (b)class schedule enrollment form, (c)verified .edu email account. Statistic Brain may, in its sole and absolute discretion, terminate any Student Access account that is deemed to be operated by an individual who is not currently a “student”.

3. MODIFICATION OF AGREEMENT, SITE OR SERVICES

Statistic Brain may, in its sole and absolute discretion, change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to this Site. Your use of this Site or the Services after such changes or modifications have been made shall constitute your acceptance of this Agreement as last revised. If you do not agree to be bound by this Agreement as last revised, do not use (or continue to use) this Site or the Services. In addition, Statistic Brain may occasionally notify you of changes or modifications to this Agreement by email. It is therefore very important that you keep your shopper account (“Account”) information current. Statistic Brain assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate email address. In addition, Statistic Brain may terminate Your use of Services for any violation or breach of any of the terms of this Agreement by You. Statistic Brain reserves the right to modify, change, or discontinue any aspect of this Site or the Services, including without limitation prices and fees for the same, at any time.

4. ELIGIBILITY; AUTHORITY

This Site and the Services are available only to individuals (“Users”) who can form legally binding contracts under applicable law. By using this Site or the Services, you represent and warrant that you are (i) at least eighteen (18) years of age, (ii) otherwise recognized as being able to form legally binding contracts under applicable law, or (iii) are not a person barred from purchasing or receiving the Services found under the laws of the United States or other applicable jurisdiction.

5. YOUR ACCOUNT

In order to access some of the features of this Site or use some of the Services, you will have to create an Account. You represent and warrant to Statistic Brain that all information you submit when you create your Account is accurate, current and complete, and that you will keep your Account information accurate, current and complete. If Statistic Brain has reason to believe that your Account information is untrue, inaccurate, out-of-date or incomplete, Statistic Brain reserves the right, in its sole and absolute discretion, to suspend or terminate your Account. You are solely responsible for the activity that occurs on your Account, whether authorized by you or not, and you must keep your Account information secure, including without limitation your customer number/login, password, Payment Method(s) (as defined below), and shopper PIN. For security purposes, Statistic Brain recommends that you change your password and shopper PIN at least once every six (6) months for each Account. You must notify Statistic Brain immediately of any breach of security or unauthorized use of your Account. Statistic Brain will not be liable for any loss you incur due to any unauthorized use of your Account. You, however, may be liable for any loss Statistic Brain or others incur caused by your Account, whether caused by you, or by an authorized person, or by an unauthorized person.

6. PAYMENT GENERAL TERMS, INCLUDING AUTOMATIC RENEWAL TERMS

You agree that your Payment Method may be charged by one of our affiliated entities. If, during your purchase, your payment was identified as being processed in the United States, your transaction will be processed by Statistic Brain, LLC.

Payment Due at Time of Order; Non-Refundable. You agree to pay all amounts due for Services at the time you order them. All amounts are non-refundable unless otherwise noted in the Refund Policy.

Price Changes. Statistic Brain reserves the right to change its prices and fees at any time, and such changes shall be posted online at this Site and effective immediately without need for further notice to you. If you have purchased or obtained Services for a period of months or years, changes in prices and fees shall be effective when the Services in question come up for renewal as further described below.

Payment Types. Except as prohibited in any product-specific agreement, you may pay for Services by using any of the following “Payment Methods”: (i) valid credit card, PayPal, Stripe, each a “Payment Method”. The “Checkout” feature automatically places an order for the access subscription and charges the primary Payment Method on file for your Account. Confirmation of that order will be sent to the email address on file for your Account. Your Payment Method on file must be kept valid if you have any active Services in your Account. In addition, you agree that the location for the processing of your payments may change for any reason, including the type of Payment Method chosen, the currency selected, or changes or updates made to your Payment Method.

Refunds Issued. You agree that where refunds are issued to your Payment Method, Statistic Brain’s issuance of a refund receipt is only confirmation that Statistic Brain has submitted your refund to the Payment Method charged at the time of the original sale, and that Statistic Brain has no control over when the refund will be applied towards your Payment Method’s available balance. You further acknowledge and agree that the payment provider and/or individual issuing bank associated with your Payment Method establish and regulate the time frames for posting your refund, and that such refund posting time frames may range from five (5) business days to a full billing cycle, or longer.

In the event a refund is issued to your Payment Method and the payment provider, payment processor or individual issuing bank associated with your Payment Method imposes any limitations on refunds, including but not limited to, limitations as to the timing of the refund or the number of refunds allowed, then Statistic Brain, in its sole and absolute discretion, reserves the right to issue the refund either (i) in the form of an in-store credit; (ii) via issuance of a Statistic Brain check, which will be sent to the mailing address on file for your Account; or (iii) in some jurisdictions, as a bank transfer, when the payment processor cannot refund back to the Payment Method. Statistic Brain also has the right to offer an in-store credit for customers seeking refunds, even if there are no limitations on refunds imposed by the Payment Method.

Monthly Billing Date. If you are being billed on a monthly basis, your monthly billing date will be based on the date of the month you purchased the Services, unless that date falls after the 28th of the month, in which case your billing date will be the 28th of each month.

Auto-Renewal Terms. Other than as required by applicable law, Statistic Brain does not retain hard copies or electronic versions of mandate, standing order or standing instruction forms and/or any signed consents relating to your usage of our automatic renewal services, and we are therefore unable to provide any such document upon request. You may view or change your automatic renewal settings at any time by logging into your Statistic Brain account.

In order to ensure that you do not experience an interruption or loss of Services, all Services are offered on automatic renewal. Except for reasons described below in this section, automatic renewal automatically renews the access subscription upon expiration of the then current term for a renewal period equal in time to the most recent service period (except for domain names which may renew for the original service period). For example, if your last service period is for one year, your renewal period will typically be for one year. However, in the event renewal with the Payment Method on file fails, Statistic Brain may attempt to renew the applicable service for a period less than the original subscription period to the extent necessary for the transaction to succeed.

Unless you disable the automatic renewal option, Statistic Brain will automatically renew the access subscription when it comes up for renewal and will take payment from any Payment Method you have on file with Statistic Brain at Statistic Brain’s then current rates, which you acknowledge and agree may be higher or lower than the rates for the original service period. In order to see the renewal settings applicable to you and your Services, simply log into your Account manager from this Site and follow the steps found here. If you do not wish for any Service to automatically renew, you may elect to cancel renewal, in which case, your Services will terminate upon expiration of the then current term, unless you manually renew your Services prior to that date (in which case the Services will again be set to automatic renewal). In other words, should you elect to cancel your product and fail to manually renew your Services before they expire, you may experience an interruption or loss of Services, and Statistic Brain shall not be liable to you or any third party regarding the same.

In addition, Statistic Brain participates in a “recurring billing program” or “account updater service” supported by your credit card provider (and ultimately dependent on your bank’s participation). If we are unable to successfully charge your existing Payment Method, your credit card provider (or your bank) may notify us of updates to your credit card number and/or expiration date, or they may automatically charge your new credit card on our behalf without notification to us. In accordance with recurring billing program requirements, in the event that we are notified of an update to your credit card number and/or expiration date, Statistic Brain will automatically update your payment profile on your behalf. Statistic Brain makes no guarantees that we will request or receive updated credit card information. You acknowledge and agree that it is your sole responsibility to modify and maintain your Account settings, including but not limited to (i) cancelling products and (ii) ensuring your associated Payment Method(s) are current and valid. Further, you acknowledge and agree that your failure to do so, may result in the interruption or loss of Services, and Statistic Brain shall not be liable to you or any third party regarding the same.

If for any reason Statistic Brain is unable to charge your Payment Method for the full amount owed, or if Statistic Brain receives notification of a chargeback, reversal, payment dispute, or is charged a penalty for any fee it previously charged to your Payment Method, you agree that Statistic Brain may pursue all available lawful remedies in order to obtain payment, including but not limited to, immediate cancellation, without notice to you. Statistic Brain also reserves the right to charge you reasonable “administrative” fees” for (i) tasks Statistic Brain may perform outside the normal scope of its Services, (ii) additional time and/or costs Statistic Brain may incur in providing its Services, and/or (iii) your noncompliance with this Agreement (as determined by Statistic Brain in its sole and absolute discretion). Typical administrative or processing fee scenarios include, but are not limited to (i) customer service issues that require additional personal time or attention; (ii) UDRP actions(s) in connection with your subscription and/or disputes that require accounting or legal services, whether performed by Statistic Brain staff or by outside firms retained by Statistic Brain; (iii) recouping any and all costs and fees, including the cost of services, incurred by Statistic Brain as the results of chargebacks or other payment disputes brought by you, your bank or Payment Method processor. These administrative fees or processing fees will be billed to the Payment Method you have on file with Statistic Brain.

Statistic Brain may offer product-level pricing in various currencies. The transaction will be processed in the selected currency and the pricing displayed during the checkout process will be the actual amount submitted for payment. For certain Payment Methods, the issuer of your Payment Method may charge you a foreign transaction fee or other charge, which may be added to the final amount that appears on your bank statement or post as a separate amount. Please check with the issuer of your Payment Method for details. In addition, regardless of the selected currency, you acknowledge and agree that you may be charged Value Added Tax (“VAT”), Goods and Services Tax (“GST”), or other localized fees and/or taxes, based on your bank and/or the country indicated in your billing address section.

7. ADDITIONAL RESERVATION OF RIGHTS

Statistic Brain expressly reserves the right to deny, cancel, terminate, suspend, lock, or modify access to (or control of) any Account or Services

8. LIMITATION OF LIABILITY

IN NO EVENT SHALL Statistic Brain, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS, BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING ANY THAT MAY RESULT FROM (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, (V) THIRD-PARTY CONDUCT OF ANY NATURE WHATSOEVER, (VI) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL CONTENT, PERSONAL INFORMATION, FINANCIAL INFORMATION OR OTHER INFORMATION AND DATA STORED THEREIN, (VII) ANY INTERRUPTION OR CESSATION OF SERVICES TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (VIII) ANY VIRUSES, WORMS, BUGS, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IX) ANY USER CONTENT OR CONTENT THAT IS DEFAMATORY, HARASSING, ABUSIVE, HARMFUL TO MINORS OR ANY PROTECTED CLASS, PORNOGRAPHIC, “X-RATED”, OBSCENE OR OTHERWISE OBJECTIONABLE, AND/OR (X) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT Statistic Brain IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN ADDITION, You SPECIFICALLY ACKNOWLEDGE AND agree that any cause of action arising out of or related to this Site or the Services found at this Site must be commenced within one (1) year after the cause of action accrues, otherwise such cause of action shall be permanently barred.

IN ADDITION, You SPECIFICALLY ACKNOWLEDGE AND agree that in no event shall Statistic Brain’s total aggregate liability exceed $10,000.00 U.S. Dollars.

THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

9. INDEMNITY

You agree to protect, defend, indemnify and hold harmless Statistic Brain and its officers, directors, employees, agents, and third party service providers from and against any and all claims, demands, costs, expenses, losses, liabilities and damages of every kind and nature (including, without limitation, reasonable attorneys’ fees) imposed upon or incurred by Statistic Brain directly or indirectly arising from (i) your use of and access to this Site or the Services found at this Site; (ii) your violation of any provision of this Agreement or the policies or agreements which are incorporated herein; and/or (iii) your violation of any third-party right, including without limitation any intellectual property or other proprietary right. The indemnification obligations under this section shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

10. COMPLIANCE WITH LOCAL LAWS

Statistic Brain makes no representation or warranty that the content available on this Site or the Services found at this Site are appropriate in every country or jurisdiction, and access to this Site or the Services found at this Site from countries or jurisdictions where its content is illegal is prohibited. Users who choose to access this Site or the Services found at this Site are responsible for compliance with all local laws, rules and regulations.

11. DISPUTES, BINDING INDIVIDUAL ARBITRATION AND WAIVER OF CLASS ACTIONS AND CLASS ARBITRATIONS

PLEASE READ THIS SECTION CAREFULLY. FOLLOW THE INSTRUCTIONS BELOW IF YOU WISH TO OPT OUT OF THE PROVISIONS REQUIRING YOU TO RESOLVE DISPUTES THROUGH INDIVIDUAL ARBITRATION.

(D) Dispute Notice. In the event of a Dispute, you or Statistic Brain must first send to the other party a notice of the Dispute that shall include a written statement that sets forth the name, address and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested (the “Dispute Notice”). The Dispute Notice to Statistic Brain must be addressed to: Statistic Brain , 81 Laurelhurst Drive, Ladera Ranch, CA 92694, Attn.: Legal Department (the “Statistic Brain Notice Address”). The Dispute Notice to you will be sent by certified mail to the most recent address we have on file or otherwise in our records for you. If Statistic Brain and you do not reach an agreement to resolve the Dispute within sixty (60) days after the Dispute Notice is received, you or Statistic Brain may commence an arbitration proceeding pursuant to this Section. Following submission and receipt of the Dispute Notice, each of us agrees to act in good faith to seek to resolve the Dispute before commencing arbitration.

(E) WAIVER OF CLASS ACTIONS AND CLASS ARBITRATIONS. YOU AND Statistic Brain AGREE THAT EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER PARTY ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, INCLUDING WITHOUT LIMITATION FEDERAL OR STATE CLASS ACTIONS, OR CLASS ARBITRATIONS. NEITHER YOU NOR Statistic Brain WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OF PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. NO ARBITRATION OR OTHER PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS.

12. GRANTS OF RIGHTS

12.1 All website access is granted on a nonexclusive, nontransferable, limited right to access, use limited portions of the Online Services and Materials made available to you. The rights granted to are as follows:

(a) The right to use certain Online Services and Materials for research purposes only. Including, the right to copy Materials into Authorized User’s analyses, presentations, documents, and other similar forms of work or research for internal purposes only.

(b) The right to create Derived Data (defined below), and publish limited excerpts of the Data in printed or electronic documents, charts, spreadsheets, files, reports, presentations internally and for audit and regulatory purposes, consistent with your ordinary course of business. For purposes of this Agreement: “Derived Data” shall mean any information, algorithm, model, index, score or data resulting from your manipulation or analysis of the Data and/or combination with other data not provided by Statistic Brain, such that the underlying Data is not discernable as being that of Statistic Brain;

(c) For avoidance of doubt Online Services and Materials may not be used for commercial purposes and you shall not directly or indirectly, resell or commercially profit from providing the Materials or Derived Data to third parties.

12.2 Neither party shall use the name, trademarks, service marks, symbols, or logos of the other party without the express prior written consent of the other party. Additionally, under no circumstances may any Authorized User offer, sell, retransmit any part of the Online Services or Materials to any other person for commercial resale or commercial redistribution in any medium or use the Online Services or the Materials to compete with the business of Statistic Brain. You may not modify, reverse engineer, reverse assemble or reverse compile any part of the Online Services or Materials. You may not use the Online Services in any way to improve the quality of any data sold or contributed by you to any third party. Downloading and storing Materials in an archival database, decompiling, disassembling or reverse engineering the Materials is strictly prohibited;

12.3 All right, title, and interest (including all copyrights, trademarks and other intellectual property rights) in the Online Services and Materials in any medium belongs to Statistic Brain or its third party suppliers of Materials. Authorized Users do not acquire any proprietary interest in the Online Services, Materials, or copies thereof, except the limited rights granted herein.

12.4 Authorized Users may not use the Online Services or Materials in any fashion that knowingly infringes the intellectual property rights or proprietary interests of Statistic Brain or any third party. Your use of the Online Services and Materials must comply with all applicable laws, rules or regulations. You may not use the Online Services for any illegal purpose or in any manner inconsistent with the Agreement or any applicable laws.

12.5 Authorized Users may not remove, alter, edit or obscure the copyright notice or other notices contained in the Online Services and Materials or on www.statisticbrain.com.

12.6 Authorized Users may not use information included in the Online Services or Materials to determine an individual consumer‘s eligibility for:

(a) credit or insurance for personal, family, or household purposes;
(b) employment; or
(c) a government license or benefit. The term “consumer” is defined in the United States Fair Credit Reporting Act at 15 USC §1681.

13. SERVICE ACCESS AGREEMENT

13.1 For the purpose of this Agreement, the term “Authorized User” refers to you as an eligible person with Student Access, Standard Access, or Business Access. You agree that Statistic Brain login information, including username and password, may only be used by the Authorized User to whom Statistic Brain assigns it and that Statistic Brain login information may not be shared with or used by any other person, including other Authorized Users. You will use best efforts to prevent unauthorized use of Statistic Brain login information assigned to you and will promptly notify Statistic Brain, in writing, if you suspect that Statistic Brain login information is lost, stolen, compromised, or misused.

13.2 Use of the Online Services via “bots”, mechanical, robotic, scripted or any other automated means is strictly prohibited. In the absence of any prior written agreement by Statistic Brain, use of the Online Services is permitted only via manually conducted, discrete, individual search and retrieval activities.

13.3 Statistic Brain may add, remove, or otherwise change any online information, media, material, services, or website functionality within the Student Access, Standard Access, or Business Access without notice to you. Any and all such modifications shall be effective immediately.

13.4 Authorized Users are required to provide truthful and accurate information during registration, including, but not limited to, correct shipping and payment information, correct contact information (e-mail, telephone, etc.), confirmation of payment arrangements, confirmation of status (e.g. student status), confirmation of the Authorized User’s acceptance this Agreement. Authorized Users are required to notify Statistic Brain of any relevant changes made to the information contained in this Section.

14. Limited warranty and Indemnification

14.1 You agree, at your own expense, to indemnify, defend and hold harmless Statistic Brain, its suppliers, agents, directors, officers, employees, representatives, successors, and assigns from and against any and all loss, damage and expense, including reasonable attorney’s fees, and amounts paid in settlement arising from any and all third party claims that: (i) arise out of your use of the Online Services in violation of this Agreement; (ii) violate or breach this Agreement and in turn infringes such party’s intellectual property rights. You shall have the right, at your expense, to assume the exclusive defense and control of any such matter and Statistic Brain will fully cooperate with you in asserting any available defense. This indemnification is contingent on Statistic Brain providing prompt notice to you of any such third party claim and shall not apply if the claim stems from any negligence, willful misconduct, or breach of this Agreement by Statistic Brain.

14.2 YOU AGREE THAT YOUR USE OF THE ONLINE SERVICES IS AT YOUR SOLE RISK AND YOU ACKNOWLEDGE THAT, THE ONLINE SERVICES AND MATERIALS ARE PROVIDED “AS IS”, AND “AS AVAILABLE” AND THAT STATISTIC BRAIN AND EACH THIRD PARTY SUPPLIER OF MATERIALS MAKE NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE ONLINE SERVICES AND MATERIALS, INCLUDING BUT NOT LIMITED TO, MERCHANTIBILITY, OR FITNESS FOR A PARTICULAR PURPOSE OR USE.

15. LIMITATIONS OF LIABILITY

15.1 A Covered Party (as defined below) shall not be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from:

(a) any errors in or omissions from the Online Services or any Materials available or not included therein,
(b) the unavailability or interruption of the Online Service or any features thereof or any Materials,
(c) an Authorized User use of the Online Services or Materials,
(d) the loss or corruption of any data or equipment in connection with the Online Services,
(e) the content, accuracy, or completeness of Materials, all regardless of whether you received assistance in the use of the Online Service from a Covered Party,
(f) any delay or failure in performance beyond the reasonable control of a Covered Party, or
(g) any content retrieved from the Internet even if retrieved or linked to from within the Online Services.

15.2 “Covered Party” means Statistic Brain and any officer, director, employee, subcontractor, agent, successor, or permitted assign of Statistic Brain.

15.3 UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL THE COVERED PARTIES BE HELD LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY; PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS’ FEES) IN ANY WAY DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH THE ONLINE SERVICES, MATERIALS, OR THE AGREEMENT OR FAILURE OF ANY COVERED PARTY TO PERFORM ITS OBLIGATIONS. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, AND UNDER NO CIRCUMSTANCES WILL THE TOTAL AGGREGATE LIABILITY OF STATISTIC BRAIN IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE USE OF THE ONLINE SERVICES OR MATERIALS EXCEED THE AMOUNT PAID BY YOU UNDER THIS AGREEMENT

15.4 THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO A PARTY’S INDEMNITY OBLIGATIONS, OR INFRINGEMENT OF INTELLECTUAL PROPERTY, OR MISAPPROPRIATION OF PROPRIETARY DATA BELONGING TO STATISTIC BRAIN OR ITS THIRD PARTY SUPPLIERS.

15.5 Statistic Brain shall not be held liable for a temporary or permanent loss of service resulting from a change in the Authorized User’s e-mail address or contact information, intentionally or unintentionally, which has not been communicated to Statistic Brain in accordance with terms of this Agreement.

16. Miscellaneous

16.1 The failure of an Authorized User, Statistic Brain, or any third party supplier of Materials to exercise or enforce any provision hereof shall not constitute or be construed as a waiver of any such right or provision of the right to enforce it at a later time.

16.2 You may not assign the rights, obligations and/or duties under this Agreement without the prior written consent of the Statistic Brain. This Agreement and any amendment thereto shall be binding on, and will inure to the benefit of the parties and their respective successors and permitted assigns.

16.3 Statistic Brain’s ability to provide Online Services and Materials is regulated by a variety of privacy, data protection, and other laws in a variety of jurisdictions (“Data Laws”) and by the licenses under which it obtains Materials (“Licenses”). You acknowledge that Statistic Brain will perform a due diligence review of your account upon registration and that the due diligence review will be heightened if you desire to access sensitive, nonpublic Materials about individuals. You also acknowledge that Statistic Brain will perform review, no more than one (1) time in any given twelve (12) month period, during normal business hours, of your use of Materials subject to Data Laws or Licenses (“Regulated Data”) in order to comply with Data Laws and license restrictions, and that the review may include asking you to verify that use of Regulated Data was for a permissible purpose. You will reasonably cooperate with Statistic Brain in any such due diligence or regulatory review and will produce all relevant records and documentation reasonably requested by Statistic Brain. All reviews will be at Statistic Brain’s expense. If there is any failure to cooperate fully with Statistic Brain, or if any review reveals the lack of a permissible purpose to access Regulated Data, Statistic Brain may deny access to the Online Services or to Regulated Data. Statistic Brain will be under no obligation to reduce the fees payable by you to the extent that it is unable to provide Regulated Data to you based solely on your noncooperation.

16.4 If others use the Online Services or gains access through an Authorized User’s failure to properly secure his or her Statistic Brain login credentials or computer (a “User”) should access or use Regulated Data in an unauthorized manner (a “Security Event”), then the following provisions will apply:

(a) if required by applicable law, you will notify the individuals whose information has potentially been accessed or used that a Security Event has occurred;
(b) you will notify any other parties (including but not limited to regulatory entities and credit reporting agencies) as may be required by law;
(c) the notification will not reference Statistic Brain or the product through which the Regulated Data was provided, nor will Statistic Brain be otherwise identified or referenced in connection with the Security Event, without the express prior written consent of Statistic Brain;
(d) you will be solely liable for all claims that may arise from a Security Event caused by you and you will indemnify Statistic Brain in full for any third party claims directed against Statistic Brain that arise from the Security Event; and
(e) all notifications and indemnity claims related to the Security Event will be solely at your expense.

16.5 This Agreement shall be governed by and construed in accordance with the laws of the United States and the State of New York without giving effect to principles of conflicts of law.

16.6 ARBITRATION & CLASS ACTION WAIVER. Any dispute arising out of or in connection with the Agreement, or the Renewal Term, including any disputes regarding the existence, validity or termination thereof, shall be settled by arbitration. The parties agree to arbitrate all disputes by before by the American Arbitration Association under its Commercial Arbitration Rules. The number of arbitrators shall be three. The place of arbitration shall be New York, NY. New York law shall apply. Judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND STATISTIC BRAIN AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

16.7 This Agreement will be enforced to the fullest extent permitted by applicable law. If any provision of this Agreement is held to be invalid or unenforceable to any extent, then (a) such provision will be interpreted, construed and reformed to the extent reasonably required to render it valid, enforceable and consistent with its original intent and (b) such invalidity or unenforceability will not affect any other provision of this Agreement.

16.8 Where applicable, each affiliated company of Statistic Brain and each third party supplier of Materials has the right to assert and enforce the provisions of this Agreement directly on its own behalf as a third party beneficiary.

Company Registration Information

Statistic Brain, LLC.
81 Laurelhurst Drive
Ladera Ranch, CA 92694
team@statisticbrain.com

Representatives: Seth Harden, Jessica Fink

STATISTIC BRAIN : DATA PROTECTION & PRIVACY POLICY

Amendments to this Section. Notwithstanding any provision in these Terms to the contrary, you and Statistic Brain agree that if Statistic Brain makes any future amendments to the dispute resolution procedure and class action waiver provisions (other than a change to Statistic Brain’s address) in these Terms, Statistic Brain will notify you and you will have thirty (30) days from the date of notice to affirmatively opt-out of any such amendments. If you affirmatively opt-out of any future amendments, you are agreeing that you will arbitrate any Dispute between us in accordance with the language of this Section as stated in these current Terms, without any of the proposed amendments governing. If you do not affirmatively opt-out of any future amendments, you will be deemed to have consented to any such future amendments.

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Statistic Brain considers your rights to privacy a top priority. This Privacy Policy applies to this Web site, any newsletters subscribed to via this Web site, and any information collected and provided to Statistic Brain when you subscribe to Statistic Brain online service but does not apply to any other products or services or to information collected in any other way (whether offline or online) by Statistic Brain.

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Statistic Brain or a designated service provider collects personal information that you voluntarily provide on this Web site. This information is used to provide you your requested service or product and to communicate with you. We use any credit card or payment information we acquire from you to fulfill your order. Consistent with the choice you make when providing personal information, Statistic Brain may use your personal information to provide you with information, special offers, and promotions via various means including e-mail. You may instruct Statistic Brain at any time not to use your personal information covered by this Section 7 to provide you with information, special offers, and promotions. Please note that if you exercise choice in this manner, you will continue to receive communications concerning your account and products and services you requested, and in response to any requests for information by you. Please also note that this opt-out process may take some time to complete, consistent with applicable law.

1.3 COOKIES

Statistic Brain and the parties with whom we work (e.g., service providers, business partners) may place, view, and/or use “cookies,” Web server logs, Web beacons, or other electronic tools to collect statistical and other information about your use of this Web site and other websites. This information may include information about the IP address of your computer, browser type, language, operating system, your mobile device, geo-location data, the state or country from which you accessed this Web site, the Web pages visited, the date and the time of a visit, and the websites you visited immediately before and after visiting this Web site.
Statistic Brain and the parties with whom we work may use the information collected for various reasons, either on behalf of Statistic Brain or for the other parties’ own purposes, including research, analysis, to better serve visitors to this Web site (such as by enabling log-in, providing access to certain sections of this Web site, providing customized content, or presenting online advertising on this Web site or other websites tailored to your interests as described further below), to compile aggregate and anonymous information about usage of this Web site and other websites, other statistics, etc. However, if you have deleted and disabled cookies, these uses will not be possible to the extent they are based on cookie information.

To assist us with the uses described herein, information collected about your use of this Web site or other websites may be combined with personal or other information about you from other online or offline sources. If you prefer that we not combine non-personal information that has been collected, through cookies, about your use of this Web site or other websites with personal or other information about you, then please delete and disable cookies for each browser, on each computer you use to surf the Web.

Most browsers are set to accept cookies by default. If you prefer, you can usually set your browser to disable cookies, or to alert you when cookies are being sent. Likewise, most mobile devices allow you to disable the ability for geo-location information to be collected from your mobile device. The help function on most browsers and mobile devices contains instructions on how to set your browser to notify you before accepting cookies, disable cookies entirely, or disable the collection of geo-location data. You need to set each browser, on each device you use to surf the Web. Thus, if you use multiple browsers (e.g. AOL, Safari, Internet Explorer, Firefox, etc.), you should repeat this procedure with each one. Similarly, if you connect to the Web from multiple devices (e.g., work and home), you need to set each browser on each device. However, if you disable cookies or refuse to accept a request to place a cookie, it is possible that some parts of this Web site, such as the polls, surveys, contests, and product sales, and certain areas of the Web site for which you need to log in, will not function properly, and the advertising you receive when you visit this Web site may not be advertisements tailored to your interests.

Statistic Brain websites contain code for Google Analytics developped by Google Inc. (“Google”). Google Analytics also uses cookies stored on the user’s computer, which provides an analysis of the user’s website usage. The cookie information generated through the website by the user (including IP addresses) is sent to a Google server in the United States and stored there. Statistic Brain uses this information to evaluate its website, create reports on website activity for administrators, and to assist Statistic Brain in making useful features and services available to the user. Google may distribute this information to third parties, unless prohibited by law.

By using this website, the user agrees to the processing of data collected by both Statistic Brain and Google as previously described for all above-mentioned purposes.

1.4 ADVERTISERS COOKIES

Statistic Brain, its designated service providers, or third-party advertisers or their advertising servers may also place or recognize unique cookies on your computer or use other electronic tools in order to help display advertisements that you see on this Web site or on other websites. Information about your visits to, and activity on, this Web site and other websites, an IP address, the number of times you have viewed an advertisement, and other such usage information is used, alone or in combination with other information, to display on your device screen advertisements that may be of particular interest to you. We may use Web beacons, provided by third-party advertising companies, to help manage and optimize our online advertising and product performance. Web beacons enable us to recognize a browser’s cookie when a browser visits this Web site, and to learn which banner ads bring users to this Web site. The use and collection of your information by these third-party service providers, and third-party advertisers and their advertising servers is not covered by these General Terms and Conditions.

1.5 SHARING OF DATA

Statistic Brain may share your personal and other information with our affiliates (including affiliated websites under common ownership or control) and designated service providers. Statistic Brain may share with other third parties information about our Web site users, such as your use of this Web site or other websites, and the services provided on this Web site or other websites, but only on an anonymous and aggregate basis. Consistent with the choice you make when providing personal information, Statistic Brain may also share your personal information with a sponsor or other third party (“Third-Party Provider”) that provides you with special offers or promotions that may be of interest to you. You may instruct Statistic Brain at any time not to share your personal information covered by this Section 7 with such Third-Party Providers. Please note that (i) this opt-out process may take some time to complete, consistent with applicable law; and (ii) even after such opt-out process is completed, your personal and other information may continue to be shared with our affiliates (including affiliated websites under common ownership or control) and designated service providers.

Statistic Brain may also disclose your personal and other information to unaffiliated third parties if we believe in good faith that such disclosure is necessary: (a) to comply with the law or in response to a subpoena, court order, government request, or other legal process; (b) to produce relevant documents or information in connection with litigation, arbitration, mediation, adjudication, government or internal investigations, or other legal or administrative proceedings; (c) to protect the interests, rights, safety, or property of Statistic Brain or others; (d) to enforce any terms of service on this Web site; (e) to provide you and other users of this Web site with the services or products requested by you and/or the other users (including allowing a purchaser of Statistic Brain or a Statistic Brain division to continue to serve you), and to perform other activities related to such services and products, including billing and collection; (f) to provide you with special offers or promotions from Statistic Brain that may be of interest to you; or (g) to operate Statistic Brain’s systems properly.
The collection, further use, and/or disclosure of your information by Third-Party Providers or by other third parties is not the responsibility of Statistic Brain. Rather, such collection, use, and/or disclosure is governed by the third parties’ privacy policies.

1.6 ENCRYPTION

In order to protect sensitive user information during purchases and registration, any exchanged data is transferred to an encrypted log. Statistic Brain uses an SSL 3.0 protocol with a key exchange of 1024 bit RSA, encrypted using a 112/168 bit Triple-DES protocol.
Any personal information you provide to Statistic Brain is kept on secure servers. Statistic Brain uses reasonable administrative, technical, personnel, and physical measures (a) to safeguard personal information against loss, theft, unauthorized use, disclosure, or modification; and (b) to ensure the integrity of the personal information. To help us protect your privacy, you should maintain the secrecy of the logon ID and password you may have set up in connection with your participation in this Web site’s service.

1.7 PERSONAL INFORMATION & REMOVAL

To access, review, rectify, or delete your personal information, please contact us. All requests must include the following information: first name, last name, and e-mail address and “Privacy” in the Subject line. While Statistic Brain will make reasonable efforts to accommodate your request, we also reserve the right to impose certain restrictions and requirements on such access requests, if allowed or required by applicable laws.

Some of the uses and disclosures mentioned in this Privacy Policy may involve the transfer of your personal information to various countries around the world that may have different levels of privacy protection than your country. By submitting your personal information, you consent to such transfers.

Statistic Brain may provide links to third-party websites, including social networking websites. Since we do not control third-party sites and are not responsible for any information you may provide while on such sites, we encourage you to read the privacy policies on those websites before providing any of your information on such sites.

TERMINATION POLICY

Statistic Brain may terminate this Agreement at any time with or without notice of Termination at its sole discretion.

REFUND POLICY

Our refund policy is 10 Days.
Unfortunately we can’t offer you a refund or exchange after this period. Your account must be unused and to complete the refund, we require a receipt or proof of purchase. Once your mail is inspected, we will notify you of the approval of your refund. If you are approved, then your refund will be processed, and a credit will automatically be applied to your credit card or original method of payment, within 10 days.