These Terms of Website contain an arbitration provision that requires the use of arbitration on an individual basis to resolve disputes and also limit the remedies available to you in the event of a dispute. See Sections 9 and 11 for full details.
By accessing and/or using the Website, including by doing so after accessing this Agreement, you represent and warrant that you are at least eighteen (18) years old, and are otherwise legally qualified to enter into and form contracts under applicable law. If you are using the Website on behalf of a company, you further represent and warrant that you are authorized to act and enter into contracts on behalf of that company.
Subject to your compliance with this Agreement, Wilbur Labs grants you a non-exclusive, non-sublicensable, revocable as stated in this Agreement, non-transferable license to access and use the Website. No part of the Website may be reproduced, duplicated, copied, modified, sold, resold, distributed, transmitted, or otherwise exploited for any commercial purpose without the prior express written consent of Wilbur Labs. All rights not expressly granted in this Agreement are reserved by Wilbur Labs. Without limitation, this Agreement grants you no rights to the intellectual property of Wilbur Labs or any other party, except as expressly stated in this Agreement. The license granted in this section is conditioned on your compliance with this Agreement and applicable laws. Your rights under this section will immediately terminate if, in the sole judgment of Wilbur Labs, you have breached any provision of this Agreement.
6. THIRD-PARTY CONTENT
The Website may be linked with the apps and websites of third parties ("Third-Party Content"), some of whom may have established relationships with Wilbur Labs and some of whom may not. Wilbur Labs does not have control over and has not reviewed the content and performance of Third-Party Content. Accordingly, Wilbur Labs does not represent, warrant, or endorse any Third-Party Content, or the accuracy, currency, content, fitness, lawfulness, or quality of the information, material, goods, or services available through Third-Party Content. Opinions, advice, statements, or other information made available through the Website by third parties are those of their respective authors and should not necessarily be relied upon. Wilbur Labs disclaims, and you agree to assume, all responsibility and liability for any damages or other harm, whether to you or to third parties, resulting from your use of Third-Party Content.
7. PROHIBITED CONDUCT
Wilbur Labs imposes certain restrictions on your use of the Website. Any violation of this section may subject you to liability. The following are expressly prohibited: (a) providing false, misleading, or inaccurate information to Wilbur Labs or any other person in connection with the Website; (b) impersonating, or otherwise misrepresenting your affiliation, connection, or association with, any person or entity; (c) without express written permission from Wilbur Labs, using or attempting to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars, or intelligent agents) to harvest or otherwise collect information from the Website; (d) accessing Website content or data not intended for you, or logging into a Website server or account that you are not authorized to access; (e) attempting to probe, scan, or test the vulnerability of the Website, or any associated system or network, or breaching security or authentication measures without proper authorization; (f) interfering or attempting to interfere with the use of the Website by any other user, host, or network, including (without limitation) by submitting malware or exploiting software vulnerabilities; (g) forging, modifying, or falsifying any network packet or protocol header or metadata in any connection with, or transmission to, the Website (for example, SMTP email headers, HTTP headers, or internet protocol packet headers); (h) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by Wilbur Labs or its agents in providing the Website, including without limitation any fraudulent effort to modify software or any other technological mechanism for measuring the number of impressions generated by individual content and/or the overall Website to determine and/or audit advertising revenues and payments, if applicable; and (i) paying anyone for interactions on the Website.
8. INTELLECTUAL PROPERTY
“Wilbur Labs” and the Wilbur Labs logo (collectively, the "Wilbur Labs Marks") are trade names, trademarks, or registered trademarks of Wilbur Labs. Other trademarks, service marks, graphics, logos, and domain names appearing anywhere on, through, or in connection with the Website may be the trademarks of third parties. Neither your use of the Website nor this Agreement grants you any right, title, or interest in, or any license to reproduce or otherwise use, the Wilbur Labs Marks or any third-party trademarks, service marks, graphics, logos, or domain names. You agree that any goodwill in the Wilbur Labs Marks generated as a result of your use of the Website will inure to the benefit of Wilbur Labs, and you agree to assign, and do assign, all such goodwill to Wilbur Labs. You shall not at any time, nor shall you assist others to, challenge Wilbur Labs’ right, title, or interest in, or the validity of, the Wilbur Labs Marks.
All content and other materials available through the Website, including without limitation the Wilbur Labs logo, names and photographs, design, text, graphics, and other files, and their selection, arrangement, and organization, are either owned by Wilbur Labs or are the property of Wilbur Labs’ licensors and suppliers. Except as explicitly provided, neither your use of the Website nor this Agreement grant you any right, title, or interest in any such materials.
9. DISCLAIMERS, LIMITATION OF LIABILITY
You agree that your use of the Website is at your sole risk. You will not hold Wilbur Labs or its licensors and suppliers, as applicable, responsible for any loss or damage that results from your access to and/or use of the Website, including without limitation any loss or damage to any of your computers or mobile devices. The Website may contain bugs, errors, problems, or other limitations.
Wilbur Labs, on behalf of itself and its licensors and suppliers, expressly disclaims any and all warranties, express or implied, regarding the Website, arising by operation of law or otherwise, including without limitation any and all implied warranties of merchantability, fitness for a particular purpose, non-infringement, no encumbrance, or title, in addition to any warranties arising from a course of dealing, usage, or trade practice. Neither Wilbur Labs nor its licensors or suppliers warrants that the Website will meet your requirements, or that the operation of the Website will be uninterrupted or error-free. Wilbur Labs disclaims all implied liability for damages arising out of the furnishing of the Website pursuant to this Agreement, including without limitation mistakes, omissions, interruptions, delays, tortious conduct, errors, representations, or other defects arising out of the failure to furnish the Website, whether caused by acts of commission or omission, or any other damage occurring.
In no event shall Wilbur Labs or its licensors or suppliers be liable to you for any claims arising from your use of the Website or your reliance on any information provided through the Website, including without limitation for special, incidental, or consequential damages, lost profits, lost data or confidential or other information, loss of privacy, costs of procurement of substitute goods or services, failure to meet any duty including without limitation of good faith or of reasonable care, negligence, property damage, or otherwise, regardless of the foreseeability of those damages. This limitation shall apply regardless of whether the damages arise out of breach of contract, tort, or any other legal theory or form of action. You agree that these limitations of liability represent a reasonable allocation of risk and is a fundamental element of the basis of the bargain between Wilbur Labs and you. The Website would not be provided without such limitations.
The above disclaimers, waivers, and limitations do not in any way limit any other disclaimer of warranties or any other limitation of liability in any other agreement between you and Wilbur Labs or between you and any of Wilbur Labs’ licensors and suppliers. Some jurisdictions may not allow the exclusion of certain implied warranties or the limitation of certain damages, so some of the above disclaimers, waivers, and limitations of liability may not apply to you. Wilbur Labs’ licensors and suppliers are intended third-party beneficiaries of these disclaimers, waivers, and limitations. No advice or information, whether oral or written, obtained by you through the Website or otherwise shall alter any of the disclaimers or limitations stated in this section.
Without limiting any indemnification provision of this Agreement, you (the "Indemnitor") agree to defend, indemnify, and hold harmless Wilbur Labs and its owners, parents, subsidiaries, affiliates, contractors, property owners, and third-party vendors (collectively, the "Indemnitees") from and against any and all claims, actions, demands, causes of action, and other proceedings (individually,"Claim," and collectively, "Claims"), including but not limited to legal costs and fees, and provide sole and exclusive control of the defense of any action to Wilbur Labs, including the choice of legal counsel and all related settlement negotiations, arising out of or relating to: (i) the relationship between you and Wilbur Labs, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; (ii) your breach of this Agreement, including without limitation any representation or warranty contained in this Agreement; (iii) your access to or use of the Website; (iv) your violation or alleged violation of any foreign or domestic, international, federal, state, local, community, or educational law or regulation; (v) your violations of Section 7 regarding prohibited uses of the Website and other prohibited conduct; (vi) your violation or alleged violation of any third party's copyrights, trademarks, or other intellectual property or proprietary rights.
The Indemnitees each have the individual right, but not the obligation, to participate through counsel of their choice in any defense by you of any Claim as to which you are required to defend, indemnify, or hold harmless any, each, and/or all Indemnitees. You may not settle any Claim without the prior written consent of the concerned Indemnitees.
11. DISPUTES WITH WILBUR LABS
Binding Arbitration and Waiver of Class Actions. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PARTIES AGREE TO RESOLVE ALL CLAIMS AGAINST EACH OTHER OR AGAINST COMPANY ENTITIES BY BINDING ARBITRATION IN SAN FRANCISCO, CALIFORNIA BEFORE ONE ARBITRATOR. ANY ELECTION TO ARBITRATE BY ONE PARTY SHALL BE FINAL AND BINDING ON THE OTHERS. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIMS. THE PARTIES AGREE TO WAIVE ANY RIGHT TO JOIN CLAIMS WITH OTHERS OR OTHERWISE PROCEED IN A CLASS ACTION OR REPRESENTATIVE CAPACITY. YOU ACKNOWLEDGE THAT, WITHOUT THIS PROVISION, YOU WOULD HAVE HAD THE RIGHT TO SUE IN COURT WITH A JURY OR PARTICIPATE IN A CLASS ACTION. EACH PARTY KNOWINGLY, INTENTIONALLY, AND VOLUNTARILY WAIVES ANY RIGHT EACH MAY HAVE TO A TRIAL BY JURY OR TO A CLASS ACTION. The arbitration shall be administered by JAMS pursuant to its “Streamlined Arbitration Rules and Procedures,” and the arbitrator shall apply California laws. For more information, see www.jamsadr.com. The arbitration may be conducted in person or via document submission, telephone, or email, but the arbitration location shall be in San Francisco, California. The parties each waive any objection to personal jurisdiction and venue. Upon request, we will pay your initial consumer arbitration fee of $250 to JAMS; however, if the arbitrator finds that your claim or the relief sought is frivolous or brought for an improper purpose, you will be responsible for reimbursing us for the initial arbitration fee, without limiting any other remedy available to us. The prevailing party shall be entitled to receive its reasonable attorney’s fees, legal costs, and any expenses incurred in such arbitration, and the arbitrator shall determine the prevailing party for this purpose. Notwithstanding this arbitration provision, you may assert a Claim on an individual basis in small claims court if the Claim seeks $2,500 or less.
Provisional Remedies, Venue. THIS AGREEMENT TO ARBITRATE DOES NOT PRECLUDE THE PARTIES FROM SEEKING PROVISIONAL REMEDIES, INCLUDING ORDERS TO STAY COURT ACTION OR COMPEL ARBITRATION, OR FROM APPLYING TO A COURT FOR A TEMPORARY RESTRAINING ORDER OR PRELIMINARY INJUNCTION, INCLUDING TO PRESERVE INTELLECTUAL PROPERTY RIGHTS, IN STATE OR FEDERAL COURTS IN SAN FRANCISCO, CALIFORNIA. THE PARTIES WAIVE ANY OBJECTION TO PERSONAL JURISDICTION AND VENUE IN SAN FRANCISCO, CALIFORNIA.
Choice of Law. THESE TERMS SHALL BE INTERPRETED AS THOUGH EXECUTED IN SAN FRANCISCO, CALIFORNIA AND SHALL BE GOVERNED BY CALIFORNIA LAWS WITHOUT REGARD TO CONFLICT OF LAW PRINCIPLES.
Without limiting any other provision of this Agreement, Wilbur Labs reserves the right to, in Wilbur Labs’ sole discretion and without notice or liability, deny use of the Website to any person for any reason or for no reason at all, including without limitation for any breach or suspected breach of any representation, warranty, or covenant contained in this Agreement, or of any applicable law or regulation.
You may terminate this Agreement and your rights under it at any time, for any or no reason at all, by providing to Wilbur Labs Notice of your intention to do so.
Any termination of this Agreement automatically terminates all rights and licenses granted to you under this Agreement, including all rights to use the Website. Upon termination, you shall cease any use of the Website.
After termination, Wilbur Labs reserves the right to exercise whatever means it deems necessary to prevent your unauthorized use of the Website, including without limitation technological barriers such as IP blocking and direct contact with your internet service provider.
Upon termination, all rights and obligations created by this Agreement will terminate, except the following Sections will survive any termination of this Agreement: Sections 1-2 & 6-14.
All notices required or permitted to be given under this Agreement (“Notices”) must be in writing. Wilbur Labs shall give any Notice by email sent to the most recent email address, if any, provided by the intended recipient to Wilbur Labs. You agree that any Notice received from Wilbur Labs electronically satisfies any legal requirement that such Notice be in writing. You shall give any Notice to Wilbur Labs by submitting said Notice to us by completing the “Contact Us” form on the Website or contacting us at firstname.lastname@example.org.
Except as specifically stated herein, this Agreement constitutes the entire agreement between Wilbur Labs and you concerning your use of the Website. Unless otherwise expressly stated, should any part of this Agreement be declared invalid, void, or unenforceable by an arbitrator or court of competent jurisdiction, such decision shall not affect the validity of any remaining portion of this Agreement, which shall remain in full force and effect, and the parties acknowledge and agree that they would have executed the remaining portion without including the part so declared by an arbitrator or court of competent jurisdiction to be invalid, void, or unenforceable. This Agreement may only be modified by a written amendment signed by an authorized executive of Wilbur Labs, or by the unilateral amendment of this Agreement by Wilbur Labs along with the posting by Wilbur Labs of that amended version. A waiver by either party of any term or condition of this Agreement, or any breach, in any one instance, will not waive that term or condition or any later breach. This Agreement and all of your rights and obligations under it will not be assignable or transferable by you without the prior written consent of Wilbur Labs. This Agreement will be binding upon and will inure to the benefit of the parties, their successors, and permitted assigns. You and Wilbur Labs are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by this Agreement. Except where expressly stated in this Agreement, there are no third-party beneficiaries to this Agreement. The headings in this Agreement are for convenience only and shall have no legal or contractual effect.
We, Wilbur Labs, LLC, control the data collected and used through this Website.
When do we collect personal information?
This section describes when information is collected about you and other users of the Website.
Generally speaking, Wilbur Labs collects personal information when users provide that information to us or the public, such as when a user provides information through our “Contact” form. Examples of such information include your name, email address, and other information you voluntarily disclose. Wilbur Labs may collect other types of information, such as device, internet, and geolocation information from technical processes, such as when you access the Site and your browser sends device and/or internet information.
Wilbur Labs may use certain Cookies (files that are placed on your computer or electronic device when you visit a website), web beacons, and similar technologies. These allow us to gather technical device and internet connection, internet activity, and geolocation information. Wilbur Labs reserves the right to use the following types of Cookies, which may include Cookies that we or third parties place, to customize and streamline your experience. Here are different types of Cookies that may be used: (1) Necessary Cookies are essential in order for a website to display and perform properly. Necessary Cookies are used, for example, to identify you and prevent security risks. (2) Preferences Cookies are used to store preferences set by you, such as your language preferences. (3) Analytics and Performance Cookies collect information on how you and other users interact with a website. Often, this information is aggregated and is used to improve the Website. The Site contains third-party Cookies to collect information, analyze aggregate activity, and show personalized ads.
You can change your Cookie settings in your internet browser (e.g., Chrome, Edge, Firefox), but you risk that some of the features of the Website may not function correctly. For more information, see https://www.allaboutcookies.org/.
What categories of information do we collect?
This section describes the categories of information that we collect through the Website.
As an initial matter, we collect information when you provide it to us over the Website, such as when you fill out a “Contact” form or sign up to receive emails.
When you use the Website, we may automatically gather information made available by your web browser (such as Google Chrome), internet service provider (such as Comcast), and device (such as your computer or phone), depending on your settings for each. For example, we may collect your IP address, navigation and click-stream data, browser type, browser version, information about the operating system or type of device you use, the device ID associated with your device, the date and time you access the Website, your login attempts, the pages of our Website that you visit, the time spent on those pages, your mobile operating system, and unique device identifiers and other diagnostic data. We may also gather certain information automatically and store it in log files, including IP addresses, browser type, internet service provider (ISP), referring/exit pages, operating system, date/time stamp, and clickstream data. Further, we may collect information about where you are located. For example, we may collect your approximate location from your IP address.
From time to time, we may collect other information from you. Wilbur Labs may also create new information about you by drawing inferences from the information identified in the categories listed above.
How is your information used?
This section describes how your personal information may be used.
When Wilbur Labs uses your information for a “Business Purpose,” it means such use is reasonably necessary and proportionate to achieve an operational purpose of the Website. Wilbur Labs only processes your information to the extent that is necessary to accomplish the below-referenced Business Purposes which serve as our legitimate interest.
|Categories of Information General Business Purposes||General Business Purposes|
|Information you provide to us or make public; information about your device/internet or geolocation.||To Operate Our Website. Wilbur Labs uses the information that you provide to us or the public to maintain our Website and services, including to process your requests and to provide the features of the Site.|
|Information you provide to us or make public; information about your device/internet or geolocation; inference or other information.||To Improve Our Services. Wilbur Labs uses information that you provide to us or the public to improve our offerings and services.|
|Information you provide or make public; information about your device/internet or geolocation; inference or other information.||For Security. Wilbur Labs uses the information we collect from you and other users to detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity, and to identify and prosecute those responsible for that activity.|
How is your information disclosed to others?
This section describes how your information may be disclosed or shared with third parties. When Wilbur Labs shares your information for a “Business Purpose,” it means such use is reasonably necessary and proportionate to achieve an operational purpose of Wilbur Labs.
|Categories of Information||General Business Purposes||Applicable Third Party|
|Information you provide or make public; information about your device/internet or geolocation; inference or other information.||Legal Obligations. We may disclose information to comply with Wilbur Labs’ legal obligations and to prevent illegal or harmful misconduct.||Public Entities or Private Parties in Connection with Legal Obligations. Wilbur Labs may share information in response to subpoenas, court orders, and other valid legal processes. Further, if we believe it is necessary to prevent illegal or harmful misconduct, we may share information as needed.|
|Information you provide or makepublic; information about your device/internet or geolocation; inference or other information.||To Operate and Improve Our Website and Services. We may disclose information for purposes related to our Site, such as to provide information to service providers, for security purposes, and to analyze aggregate data.||Affiliated Entities, Service Providers, Successor Entities. We disclose information to service providers as applicable to the services on the Site. Further, for example, if we are subject to an acquisition, merger, sale, or other change of control or business entity status, we reserve the right to transfer or assign your information as part of that acquisition, merger, or sale.|
How is your information protected?
We process and transfer data to the United States.Wilbur Labs uses reasonable security measures and tools (such as SSL encryption and HTTPS protocol) that are designed to be a security safeguard. While we review our security procedures and take data security seriously, no system or website can be 100% secure. In other words, you should not expect that information communicated over our Site or the internet generally will be secure. You should notify us as soon as possible if you believe there has been a security breach.
What are consumer rights regarding personal data?
Certain users have rights to access and / or delete information that we have collected, used, or disclosed. If you have a specific request to access, correct, or delete your information, please contact us by filling out a Contact Form or contacting us at email@example.com. To protect user privacy and security, we will verify your identity before substantively responding to a request about user personal information.
California law provides the right to request the following:
- What categories of information have we collected?
- What are the categories of sources from which we collect information?
- What are our business and commercial purposes for such collection?
- What are the categories of third parties to whom information is disclosed?
- What personal information have we collected about you?
California law also provides the right to request that Wilbur Labs delete any personal information that we have collected from you.
Further, under California’s “Shine the Light” law, California residents who provide personal information may request information regarding disclosure of personal information to third parties for their direct marketing purposes.
If you reside in a location governed by the GDPR, then the following are Wilbur Labs’ legal bases for the processing of your information: Art. 6(1) lit.a GDPR, Art. 6(1) lit.b GDPR, Art. 6(1) lit.c GDPR, Art. 6(1) lit.d GDPR, and Art 6(1) lit.f GDPR.
Please note that Wilbur Labs does not currently respond to DNT requests (DNT is a feature offered by some browsers which, when enabled, sends a signal to websites to request that your browsing is not tracked).
Do we collect information about children?
Wilbur Labs will never knowingly collect personal information about children under the age of 13. Because we do not collect such information about children, we have no such information to use or to disclose to Third Parties. If we obtain actual knowledge that we have collected personal information about children under the age of 13, we will immediately delete that information from our database.
How do we process opt-out requests?
What is our contact information?
The Website contains a Contact Form. You can also contact us at firstname.lastname@example.org. We may store information gathered relating to your requests or communications or disclose it if needed to process your request.