Legal Center

These Terms of Use constitute a legally binding agreement made between you whether personally or on behalf of an entity (hereinafter referred to as the “Customer”, or “they”) and Lyzis Labs, Inc., a Delaware Corporation (together with its subsidiaries and affiliates, “Company”, “we”, “us”, or “our”) concerning Customer’s access to and use of the websites; www.lyzis.tech and other related websites, mobile applications, features and services (collectively, the “Site”), including, without limitation, all Content (as defined below) as well as all software, products and services offered and/or operated by Company and/or third parties through the Site (collectively, the “Products and Services”), available for Customer use subject to the terms and conditions set forth in this document, as may be revised from time to time by Company (collectively, the “Terms”). ​ The Customer agrees that by accessing or using the Site in any way, including, without limitation, evaluating, downloading, purchasing, and/or using any of the Content or Products and Services offered on the Site, or by browsing the Site, or by viewing Third Party Content accessible via the Site, that they expressly acknowledge that they have read and agree to be bound by all of these Terms, which is hereby incorporated herein by reference. ​ IF CUSTOMER DOES NOT AGREE WITH SUCH TERMS, THEN THEY ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND MUST DISCONTINUE USE IMMEDIATELY. THESE TERMS INCLUDE, AMONG OTHER THINGS, A BINDING ARBITRATION CLAUSE AND A CLASS ACTION WAIVER. PLEASE REFER TO THE SECTION ENTITLED “DISPUTE RESOLUTION” BELOW FOR MORE INFORMATION. ​ Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms at any time and for any reason. We will alert the Customer about any changes by updating the “Last updated” date of these Terms, and the Customer waives any rights to receive specific notice of each such change. It is the Customer’s responsibility to periodically review these Terms to stay informed of updates. The Customer will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms by Customer’s continued use of the Site after the date such revised Terms are posted. ​ The information provided on the Site is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Site from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable If the Customer breaches any of the Terms, then the Customer’s authorization to use this Site and any authorized use of Content will automatically terminate, any Content downloaded or printed from the Site, whether authorized or unauthorized, must be immediately destroyed and, in certain instances, the Customer may also be required to immediately stop using Company’s Products and Services. Company reserves the right to pursue any additional remedies available in law or equity. ​ Please refer to our Privacy Policy for information about how we collect, use, share and otherwise process information about the Customer. ​ CUSTOMER REPRESENTATIONS ​ By using the Site, the Customer represent and warrants that: (1) any registration information the Customer submits will be true, accurate, current, and complete; (2) the Customer will maintain the accuracy of such information and promptly update such registration information as necessary; (3) the Customer has legal capacity and agrees to comply with these Terms; (4) the Customer is at least 18 years of age and is not a minor in the jurisdiction in which the Customer resides; (5) the Customer will not access the Site through automated or non-human means, whether through a bot, script, or otherwise; (6) the Customer will not use the Site for any illegal or unauthorized purpose; and (7) the Customer’s use of the Site will not violate any applicable law or regulation. ​ If the Customer provides any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate the Customer’s account and refuse any and all current or future use of the Site (or any portion thereof). ​ CUSTOMER REGISTRATION ​ The Customer may be required to register with the Site. The Customer agrees to keep their password confidential and will be responsible for all use of Customer’s account and password. The Customer acknowledges that the Company is not responsible for transferring, safeguarding or maintaining the Customer’s password or private keys or any cryptocurrency associated therewith. We have no liability whatsoever for any failure by Customer to keep Customer’s passwords or private keys secure and private. IF THE CUSTOMER LOSES ACCESS TO THEIR ACCOUNT, PRIVATE KEYS OR PASSWORD, THE CUSTOMER ACKNOWLEDGES AND AGREES THAT ANY CRYPTOCURRENCY THE CUSTOMER HAS ASSOCIATED WITH CUSTOMER’S ACCOUNT AND/OR PRIVATE KEYS MAY BECOME INACCESSIBLE AND WE ARE NOT RESPONSIBLE FOR SUCH LOSS. ​ We reserve the right to remove, reclaim, or change a Customer’s username if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable. ​ CUSTOMER DATA ​ We will maintain certain data that the Customer transmits to the Site for the purpose of managing the performance of the Site, as well as data relating to Customer’s use of the Site. Although we perform regular routine backups of data, the Customer is solely responsible for all data that the Customer transmits or that relates to any activity the Customer has undertaken using the Site. The Customer agrees that we shall have no liability to Customer for any loss or corruption of any such data, and the Customer hereby waives any right of action against us arising from any such loss or corruption of such data. ​ PROHIBITED ACTIVITIES ​ The Customer may not access or use the Site for any purpose other than that for which we make the Site available. The Site may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us. ​ Customers of the Site agree not to: ​ Systematically retrieve data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us. Trick, defraud, or mislead us and other customers, especially in any attempt to learn sensitive account information such as customer account details including, but not limited to, passwords. Circumvent, disable, or otherwise interfere with security-related features of the Site, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Site and/or the Content contained therein. Disparage, tarnish, or otherwise harm, in our opinion, us, the Site or any users of the Site. Use any information obtained from the Site in order to harass, abuse, or harm another person. Make improper use of our support services or submit false reports of abuse or misconduct. Use the Site in a manner inconsistent with any applicable laws or regulations or that may give rise to civil liability. Use the Site to advertise or offer to sell goods and services. Engage in unauthorized framing of or linking to the Site. Upload or transmit (or attempt to upload or to transmit) Malware, viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Site. Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools. Delete the copyright or other proprietary rights notice from any Content. Attempt to impersonate another user or person or use the username of another user or make any false statements pertaining to a customer’s identity. Sell or otherwise transfer a Customer profile. Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”). Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected to the Site. Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Site to customers. Attempt to bypass any measures of the Site designed to prevent or restrict access to the Site, or any portion of the Site. Copy or adapt the Site’s software, including but not limited to Flash, PHP, HTML, JavaScript, or other code. Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Site. Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Site, or using or launching any unauthorized script or other software. Use a buying agent or purchasing agent to make purchases on the Site. Make any unauthorized use of the Site, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses. Use the Site as part of any effort to compete with us or otherwise use the Site and/or the Content for any revenue-generating endeavor or commercial enterprise. Any use of the Site in violation of the foregoing violates these Terms and may result in, among other things, termination or suspension of Customer’s rights to use the Site. ​ INTELLECTUAL PROPERTY RIGHTS ​ Unless otherwise indicated, the Site is our proprietary property and all source code, databases, functionality, software, website designs, information, audio, video, text, photographs, and graphics (excluding Third Party Content (as defined below)) on the Site (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright, trademark and other intellectual property laws and international conventions. The Customer is not permitted to use the Marks without the prior written consent of the owner of the Mark. ​ Except as expressly provided herein, the Company and its licensors do not grant any express or implied license to the Site, the Content or the Products and Services. The Customer agrees not to copy, reproduce, aggregate, republish, download, post, display, transmit, modify, rent, lease, loan, sell, assign, distribute, license, sublicense, sell, reverse engineer, create derivative works based on, or otherwise exploit for any commercial purposes whatsoever, the Site, the Content, or the Products and Services without our express prior written permission. ​ If the Customer are eligible to use the Site, Customer are granted a limited license to access and use the Site and to download or print a copy of any portion of the Content to which the Customer has properly gained access to solely for the Customer’s personal, non-commercial use. The Customer may not modify or alter the Content in any way. We reserve all rights not expressly granted to the Customer in and to the Site, the Content, and the Marks. ​ Certain sections of the Site feature content of Third Party Products (defined below) owned by third party creators or associated rightsholders of that content (the “Third Party Content”). Third Party Content is protected by copyright or other proprietary laws, and is for display and demonstration purposes only. ​ THIRD PARTY PRODUCTS ​ In addition to the Products and Services offered by Company, this Site may advertise, offer, and make available information, products or services provided by third parties, including third party links to other websites (collectively, the “Third Party Products”). Third Party Products are governed by separate agreements or licenses with those third parties. The Company offers no guarantees and assumes no responsibility or liability of any type with respect to the Third Party Products, including, without limitation, any liability resulting from the availability of, or any content located on or through such third party sites and services, and any incompatibility between Third Party Products and the products and services provided by Company. The Customer agrees that they will not hold Company responsible or liable with respect to the Third Party Products or seek to do so. ​ COMPANY SERVICE PROVIDERS ​ We may use service providers to provide certain services in connection with the Site, the Content and our Products and Services. As such, information submitted through this Site may be accessed and used by a Company service provider in accordance with the Privacy Policy and the policies of those third party service providers. Although Company and Company’s service providers, including, without limitation, Bizzabo and Stripe, each take steps to protect the electronic transmission of credit card numbers or other financial information or personal information that Customer submit through their websites, the Customer understands and agrees that there is inherent risk in sharing Customer information via the internet. Please review the terms of use and privacy policy of any third party to which the Customer is providing financial information and other personal information, including without limitation EventBrite (available here), Bizzabo (available here) and Stripe (available here). ​ PURCHASE OF PRODUCTS AND SERVICES ​ In addition to these Terms, when purchasing or using Products and Services on this Site that are offered by Company, including without limitation, tickets to attend or participate in any event and merchandise, the Customer will be subject to any agreements or licenses applicable to those Products and Services (“Specific Agreements”), including without limitation, participation agreements. Specific Agreements may contain terms and conditions in addition to those in the Terms, but all terms and conditions of the Specific Agreements and the Terms apply. In the event of a conflict between the Terms and any Specific Agreement, the Specific Agreement controls with respect to the Customer’s rights to the Product and Service. ​ CUSTOMER GENERATED CONTRIBUTIONS ​ We may provide the Customer with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Site, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, “Contributions”). Contributions may be viewable by other customers of the Site and through third party websites. As such, any Contributions the Customer transmits may be treated in accordance with the Privacy Policy. When the Customer creates or makes available any Contributions, the Customer thereby represents and warrants that: ​ The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of the Customer’s Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party. The Customer is the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Site, and other users of the Site to use the Customer’s Contributions in any manner contemplated by the Site and these Terms. The Customer has the written consent, release, and/or permission of each and every identifiable individual person in Customer’s Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of Customer’s Contributions in any manner contemplated by the Site and these Terms. The Customer’s Contributions are not false, inaccurate, or misleading. The Customer’s Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation. The Customer’s Contributions are not obscene, scandalous, pornographic, violent, threatening, harassing, libelous, slanderous, or otherwise objectionable (as determined by us). The Customer’s Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone. The Customer’s Contributions do not incite, encourage, or threaten physical harm against another. The Customer’s Contributions do not violate any applicable law, regulation, or rule. The Customer’s Contributions do not violate the privacy or publicity rights of any third party. The Customer’s Contributions do not contain any material that solicits personal information from anyone under the age of 18, exploits persons under the age of 18 in a sexual or violent manner or violates any applicable law intended to protect the health or well-being of minors. The Customer’s Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap. The Customer’s Contributions do not otherwise violate, or link to material that violates, any provision of these Terms. ​ Any use of the Site in violation of the foregoing violates these Terms and may result in, among other things, termination or suspension of The Customer’s rights to use the Site. ​ CONTRIBUTION LICENSE ​ The Customer agrees that we may access, store, process, and use any information and personal data that the Customer provides following the terms of the Privacy Policy and the Customer’s choices (including settings). ​ We do not assert any ownership over Customer’s Contributions. The Customer retains full ownership of all of the Customer’s Contributions and any intellectual property rights or other proprietary rights associated with the Customer’s Contributions. We are not liable for any statements or representations in the Customer’s Contributions provided by the Customer in any area on the Site. The Customer is solely responsible for the Customer’s Contributions to the Site and the Customer expressly agrees to exonerate us from any and all responsibility and to refrain from any legal action against us regarding the Customer’s Contributions. ​ SUBMISSIONS ​ The Customer acknowledges and agrees that any questions, comments, suggestions, ideas, feedback, or other information regarding the Site ("Submissions") provided by the Customer to us are non-confidential and shall become our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to the Customer. The Customer hereby waives all moral rights to any such Submissions, and the Customer hereby warrants that any such Submissions are original with the Customer or that the Customer has the right to submit such Submissions. The Customer agrees there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in the Customer’s Submissions. ​ SITE MANAGEMENT ​ We reserve the right, but not the obligation, to: ​ (1) monitor the Site for violations of these Terms; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms, including without limitation, reporting such Customer to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of the Customer’s Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Site or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Site in a manner designed to protect our rights and property and to facilitate the proper functioning of the Site. ​ TERM AND TERMINATION ​ These Terms shall remain in full force and effect while the Customer uses the Site. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE CUSTOMER’S USE OR PARTICIPATION IN THE SITE OR DELETE CUSTOMER’S ACCOUNT AND ANY CONTENT OR INFORMATION THAT THE CUSTOMER POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION. ​ If we terminate or suspend the Customer’s account for any reason, the Customer is prohibited from registering and creating a new account under the Customer’s name, a fake or borrowed name, or the name of any third party, even if the Customer may be acting on behalf of the third party. In addition to terminating or suspending the Customer’s account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress. ​ MODIFICATIONS, CORRECTIONS AND INTERRUPTIONS ​ We reserve the right to change, modify, or remove the contents of the Site at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Site. We also reserve the right to modify or discontinue all or part of the Site without notice at any time. ​ We make no representation as to the availability, functionality and quality of the Site, including any features, hardware, or communications. ​ We will not be liable to the Customer or any third party for any modification, price change, suspension, or discontinuance of any or all of the Site. ​ There may be information on the Site that contains typographical errors, inaccuracies, or omissions, including, without limitation, descriptions, schedules, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions at any time without prior notice. ​ We cannot guarantee that the Site will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Site, resulting in interruptions, delays, or errors. ​ We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Site at any time or for any reason without notice to the Customer. ​ The Customer agrees that we have no liability whatsoever for any loss, damage, or inconvenience caused by the Customer’s inability to access or use the Site during any downtime or discontinuance of the Site. ​ Nothing in these Terms will be construed to obligate us to maintain and support the Site or to supply any corrections, updates, or releases in connection therewith. ​ GOVERNING LAW ​ These Terms and the Customer’s use of the Site are governed by and construed in accordance with the laws of the State of Delaware applicable to agreements made and to be entirely performed within the State of Delaware, without regard to its conflict of law principles. ​ Binding Arbitration ​ DISPUTE RESOLUTION ​ THIS SECTION CONTAINS A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER. THEY AFFECT CUSTOMER’S AND OUR RIGHTS CONCERNING THE RESOLUTION OF ANY DISPUTE BETWEEN CUSTOMER AND US. ​ Agreement to Arbitrate ​ The Customer and the Company agree that the sole and exclusive forum and remedy for a dispute shall be final and binding arbitration pursuant to this section entitled “Dispute Resolution” unless the Customer opts out as provided below. The word “Dispute” shall mean any claim or controversy arising out of or relating to these Terms, the activities or relationships that involve, lead to, or result from these Terms, including, without limitation, our marketing activities, and (except to the extent provided otherwise in the paragraph entitled “No Class Actions”) the validity or enforceability of this Dispute Resolution section, any part thereof, or the entire Terms. The Customer and Company both further agree to waive their right to a jury trial. ​ Exceptions to Arbitration ​ The Customer and the Company agree that the following Disputes are not subject to the above provisions concerning binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; (c) any claim for injunctive relief; and (d) any Dispute that may be brought in small claims court. ​ Opt Out of Arbitration ​ The Customer may opt out of the binding arbitration described in this section by sending us written notice of the Customer’s desire to do so by email at marwan.zeggari@lyzis.tech or info@lyzis.tech (such notice, an “Arbitration Opt-out Notice”) within 30 days following the date the Customer first agrees to these Terms. ​ The Arbitration Opt-out Notice must include the Customer’s full name and address and clearly indicate the Customer’s intent to opt out of binding arbitration. If the Customer does not provide us with an Arbitration Opt-out Notice within the relevant 30 day period, the Customer will be deemed to have knowingly and intentionally waived Customer’s right to litigate any Dispute except as expressly set forth in the “Exceptions to Arbitration” provision above. ​ Arbitration Rules ​ The Federal Arbitration Act governs the interpretation and enforcement of this Dispute Resolution section. All Disputes will be arbitrated before a single arbitrator experienced in the software industry who is jointly selected and mutually approved by the Customer and us or, if the Customer and us are unable to or fail to agree on the selection of the arbitrator within 15 days of the demand for arbitration being served, the arbitrator shall be appointed by Judicial Arbitration and Mediation Services (JAMS) in accordance with its rules. The arbitration will be administered by JAMS pursuant to the JAMS Streamlined Arbitration Rules and Procedures (and in accordance with the expedited procedures in those rules) (the “JAMS Rules”), except as modified by this Dispute Resolution section. In the event of a conflict between the JAMS Rules and this Dispute Resolution section, this Dispute Resolution section shall control, subject to countervailing law, unless the parties agree otherwise. The arbitrator’s award of damages must be consistent with the terms of the “Limitations of Liability” section below as to the types and amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. The JAMS Rules and instructions for how to initiate an arbitration action are available on the JAMS website found at http://www.jamsadr.com. ​ Arbitration Location and Procedure ​ Arbitration proceedings will be held in Omaha, Nebraska. The results of the arbitration procedure will be considered confidential information of Customer and us. Any arbitration decision rendered will be final and binding, and judgment thereon may be entered in any court of competent jurisdiction. ​ Arbitration Fees ​ If we elect arbitration, we shall pay all JAMS filing costs and administrative fees (other than hearing fees). If the Customer elects arbitration, filing costs and administrative fees (other than hearing fees) shall be paid in accordance with the JAMS Rules, or in accordance with countervailing law if contrary to the JAMS Rules. Each party shall bear the expense of its own attorneys' fees, except as otherwise provided by law. If a statute gives the Customer the right to recover any of these fees, these statutory rights shall apply in the arbitration notwithstanding anything to the contrary herein. ​ No Class Actions ​ The Customer and the Company agree that any arbitration shall be limited to the Dispute between the parties individually. TO THE FULL EXTENT PERMITTED BY LAW, (A) NO ARBITRATION SHALL BE JOINED WITH ANY OTHER PROCEEDING; (B) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; AND (C) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR ANY OTHER PERSONS. Unless consented to in writing by all parties to the arbitration, an award in arbitration shall determine the rights and obligations of such parties only, and only with respect to the claims in arbitration, and shall not (a) determine the rights, obligations, or interests of anyone other than all parties to the arbitration, or resolve any Dispute of anyone other than any such party; nor (b) make an award for the benefit of, or against, anyone other than any such party. No administrator arbitrator shall have the power or authority to waive, modify, or fail to enforce this specific paragraph, and any attempt to do so, whether by rule, policy, arbitration decision or otherwise, shall be invalid and unenforceable. If this specific paragraph (“No Class Actions”) is held unenforceable in its entirety, then the entire Dispute Resolution section will be deemed void. ​ JUDICIAL FORUM FOR DISPUTES ​ In the event that a Dispute falls within one of the abovementioned exceptions to arbitration or if the Dispute Resolution section is found not to apply, the exclusive jurisdiction and venue of any Dispute will be the state and federal courts located in the Omaha, Douglas County, Nebraska each of the parties hereto waives any objection to jurisdiction and venue in such courts. ​ DISCLAIMER ​ THE SITE AND THE PRODUCTS AND SERVICES ARE PROVIDED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. THE CUSTOMER AGREES THAT CUSTOMER’S USE OF THE SITE AND THE PRODUCTS AND SERVICES WILL BE AT CUSTOMER’S SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE (AS DEFINED BELOW) AND OUR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUB-CONTRACTORS, AGENTS AND AFFILIATES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND CUSTOMER’S USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, USEFULNESS OR COMPLETENESS OF THE SITE, THE CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE OR THE PRODUCTS AND SERVICES AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM CUSTOMER’S ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE OR THE PRODUCTS AND SERVICES. ​ NEITHER WE NOR WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE, APPLICATION OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND NEITHER WE NOR THE FOUNDATION WILL BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN CUSTOMER AND ANY THIRD PARTY PROVIDERS OF PRODUCTS OR SERVICES. NO REPRESENTATION OR OTHER AFFIRMATION OF FACT, INCLUDING STATEMENTS REGARDING CAPACITY, SUITABILITY FOR USE OR PERFORMANCE OF THE SITE, OR ITS CONTENTS, WHETHER OR NOT MADE BY ANY US, WHICH IS NOT EXPRESSLY CONTAINED IN THESE TERMS, SHALL BE DEEMED TO BE A WARRANTY BY THE INVOLVED PERSONS FOR ANY PURPOSE, OR GIVE RISE TO ANY LIABILITY. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, CUSTOMER SHOULD USE CUSTOMER BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. ​ Neither the Site nor the Products and Services are intended as, or provides, any investment or financial advice. With respect to any financial or investment decisions, we recommend the Customer conducts Customer’s own research to properly evaluate the risks and benefits of any transaction. We recommend that the Customer seeks the advice and guidance of qualified accountants, financial advisors, tax advisors, legal counsel and investment advisors, in connection with any investment or financial transaction. ​ LIMITATIONS OF LIABILITY ​ IN NO EVENT WILL WE OR OUR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUB-CONTRACTORS, AFFILIATES OR AGENTS BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, STATUTORY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, COSTS, EXPENSES AND PAYMENTS, EITHER IN TORT (INCLUDING NEGLIGENCE), CONTRACT, OR OTHER DAMAGES, IN ANY OTHER FORM, ARISING FROM, OR IN CONNECTION WITH, CUSTOMER’S USE OF THE SITE, THE INABILITY TO USE THE SITE, THE SITE FEATURES, MARKETING OF THE SITE OR THE SITE FEATURES, OR ANY FORM OF FAILURE, ERROR, OR BREAKDOWN IN USE OF THE SITE, FROM ANY FAULT, OR ERROR MADE BY US OR THE FOUNDATION, OR FROM CUSTOMER’S RELIANCE ON CONTENT AVAILABLE ON THE SITE, OR FROM ANY COMMUNICATION THROUGH THE SITE, OR WITH OTHER CUSTOMERS ON THE SITE, OR FROM ANY DENIAL OR CANCELLATION OF CUSTOMER’S ACCOUNT, OR FROM RETENTION, DELETION, DISCLOSURE AND ANY OTHER USE OR LOSS OF CUSTOMER’S CONTENT ON THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR AGGREGATE LIABILITY TO THE CUSTOMER FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO U.S. $500.00. CERTAIN U.S. STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO CUSTOMER, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO THE CUSTOMER, AND THE CUSTOMER MAY HAVE ADDITIONAL RIGHTS. ​ INDEMNIFICATION ​ The Customer agrees to defend, release, indemnify, and hold us, our subsidiaries and affiliates (collectively, the “Company”), including all of our and the Foundation’s respective officers, directors, agents, partners, employees, contractors, successors and assigns harmless from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: ​ (1) Customer’s access to or use of the Site; (2) any Contributions the Customer submit to Company or transmit through the Site (including, without limitation, any content or computer viruses), (3) the Customer’s breach of these Terms; (4) any breach of the Customer’s representations and warranties set forth in these Terms; (5) The Customer’s violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Site with whom the Customer connected via the Site. Notwithstanding the foregoing, we reserve the right, at the Customer’s expense, to assume the exclusive defense and control of any matter for which the Customer are required to indemnify us, and the Customer agrees to cooperate, at Customer’s expense, with our defense of such claims. We will use reasonable efforts to notify the Customer of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it. If the Customer is a California resident, the Customer waives California Civil Code Section 1542, which says: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” If the Customer is a resident of another jurisdiction, the Customer waives any comparable statute or doctrine. ​ ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES ​ Visiting the Site, sending us emails, and completing online forms constitute electronic communications. The Customer consent to receive electronic communications, and the Customer agrees that all agreements, notices, disclosures, and other communications we provide to the Customer electronically, via email and on the Site, satisfy any legal requirement that such communication be in writing. The CUSTOMER HEREBY AGREES TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. The Customer hereby waives any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means. ​ CALIFORNIA USERS AND RESIDENTS ​ If any complaint with us is not satisfactorily resolved, the Customer can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by in writing to 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254. ​ MISCELLANEOUS ​ These Terms and any policies or operating rules posted by us on the Site or in respect to the Site constitute the entire agreement and understanding between the Customer and us. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. These Terms operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Terms is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between Customer and us as a result of these Terms or use of the Site. The Customer agrees that these Terms will not be construed against us by virtue of having drafted them. Customer hereby waives any and all defenses the Customer may have based on the electronic form of these Terms and the lack of signing by the parties hereto to execute these Terms. ​ CONTACT US ​ In order to resolve a complaint regarding the Site or to receive further information regarding use of the Site, please contact us at: ​ Lyzis Labs, Inc. - 251 Little Falls Drive, Wilmington, DE 19808, USA.