Terms of Service
Last Updated: January 3rd, 2025
Welcome to Profile.com, the website and online and/or mobile service of Profile Technologies, Inc. d/b/a Profile.com (“Company,” Profile.com,” “we,” “our” or “us”). These Terms of Service form an agreement (the “Agreement”) between Company and you, and the Agreement sets forth the terms and conditions applicable to your use of our website, and your purchase or use of our products or services (each, a “Service” and collectively, the “Services”), as further described herein. The terms “you” and “your” herein shall refer to the entity or individual that accepts this Agreement or purchases or uses any Services. By accessing, using or purchasing any Services, or by clicking a button or checking a box marked “I Agree” (or something similar), you signify that you have read, understood, and agree to be bound by this Agreement, our Community Guidelines, and to the collection and use of your information as set forth in our Privacy Policy, whether or not you are a registered user of our Services. Company reserves the right to modify this Agreement, and Company will provide notice of these changes as described below. This Agreement applies to all visitors, users, and others who access, use or purchase any Services (“Users”).
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
  1. Our Service
    1. Eligibility
      This is a contract between you and Company. You must read and agree to these terms before purchasing or using any Company Services. If you do not agree, you may not use or purchase any Services. You may use our Services only if you can form a binding contract with Company, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. Any use or access to any Services by anyone under the Minimum Age is strictly prohibited and in violation of this Agreement. Minimum Age means 16 years old. However, if law requires that you must be older in order for Profile.com to lawfully provide the Services to you without parental consent (including using of your personal data) then the Minimum Age is such older age. Unless an exception is granted by the Company in its sole discretion, the Services are not available to any Users previously removed from the Services by Company. You agree that, unless we state otherwise, English will be the language for all transactions and interactions arising out of this Agreement.
      Third-Party Services and Terms. We may make available to you the ability to use or purchase additional Services (each, a “Third-Party Service”) provided by our partners or other third parties (each, a “Third Party”) from us or directly from the Third Party. Third Parties may have their own terms, conditions and policies (collectively, “Third-Party Terms”), and you agree that it’s your obligation to review and abide by those Third-Party Terms (in addition to this Agreement). You acknowledge and agree that we do not control Third-Party Services and, to the fullest extent permitted by applicable law, we are not liable to you or any other person or entity for any problems or damages arising out of or relating to your use of a Third-Party Service, including, but not limited to, any Third Party’s action or inaction related to any Third-Party Services or decision to suspend or terminate any Third-Party Services.
      In addition to any other applicable Third-Party Terms that may apply from time to time, you acknowledge and agree that the following Third-Party Terms apply and you will comply with them for the following specified Services:
    2. Limited License
      Subject to the terms and conditions of this Agreement (including, but not limited to, your payment of all applicable fees), you are hereby granted a non-exclusive, limited, non-transferable, non-sublicensable, freely revocable right and license to access and use our Services for your personal, noncommercial use only and as permitted by the features of the Services. Company reserves all rights not expressly granted herein in the Services and the Company Content (as defined below). Company may terminate this license at any time for any reason or no reason, as described further below.
    3. User Accounts
      1. Your Account
        We may require you to establish a user account with us for some or all of our Services (a “User Account”). Your User Account gives you access to certain Services that we may establish and maintain from time to time and in our sole discretion. We may maintain different types of User Accounts for different types of Users. If you open a User Account on behalf of a company, organization, or other entity, then (i) “you” includes you and that entity, and (ii) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to this Agreement, and that you agree to this Agreement on the entity’s behalf. By connecting to Company with a third-party service, you give us permission to access and use your information from that service as permitted by that service, and to store your log-in credentials for that service.
        You are not permitted to use another User’s User Account without permission. When creating your User Account, you must provide accurate and complete information, and you must keep this information up to date. You are solely responsible and liable for the activity that occurs on your User Account (including, but not limited to, all purchases made through your User Account), and you must keep your User Account password secure. We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols, and are at least 12 characters long) with your User Account. You must notify Company immediately of any breach of security or unauthorized access to or use of your password or other authentication credentials or User Account. Company will not be liable for any losses, damages or charges caused by any unauthorized use of your User Account. If you no longer wish to use our Services, you may request by email to legal@profile.com that the Company delete your account, or you may delete your profile yourself using the profile settings within your User Account.
      2. Consent to Contact You
        By providing Company your email address you consent to our using the email address to send you Services-related notices, including any notices required by law, in lieu of communication by postal mail. For example, you agree that we may use your email address to send you notices concerning our Services (including but not limited to termination, suspension, pricing or feature updates, and Agreement updates). You also agree that we may use your email address to provide you with information we believe may be of interest to you, including but not limited to, promotional and marketing messages (e.g., new Services, new features and special offers) and other notices pertaining to our Services. If you do not want to receive such promotional or marketing email messages, you may opt out by using the “unsubscribe” link in any emails we send you, or by sending an email to legal@poprolywork.com requesting to opt out, or by modifying your notification preferences in your User Account. Opting out may prevent you from receiving such promotional and marketing email messages, but please note that we may still send you emails with information about your account or any Services you are using.
      3. Storage Limits
        You agree to abide by any storage limitations associated with our Services as specified by us on our website. Even if a Service is referred to as having “unlimited storage,” and regardless of any storage limitations being noted on our website, you acknowledge and agree that: (i) our Services do not serve, and you will not use our Services, as your backup or archive for information or data, (ii) we have no obligation to backup any of your information or data, (iii) you will keep a copy of all information and data that is important to you, and (iv) if your usage of our Services adversely affects other Users’ experience with or use of our Services (including, but not limited to, the amount of storage you use), we may suspend or terminate your Services without liability.
    4. Changes to the Service, Cancellation & Termination
      1. Changes to Services
        We may, without prior notice, change any Services; stop providing Services (or features of any Services) to you or to Users generally; or create usage limits for the Services (collectively, “Service Changes”). You agree that we shall not be liable to you or any third party for any such Service Changes and that your continued use of the Services constitutes your acceptance of any such Service Changes.
      2. Suspension and Termination by Us
        We may permanently or temporarily terminate or suspend this Agreement, your account, or your access to the Services without notice and liability for any reason, including, but not limited to, (1)(i) if, in our sole determination, you violate any provision of this Agreement, or we believe your use of our Services could expose us to legal liability in any jurisdiction, (ii) to protect the integrity and stability of our systems or the systems of a Third Party, (iii) for fraud and abuse detection or prevention efforts, (iv) to comply with a court order or requests from law enforcement, (v) to comply with any of our obligations imposed by any Third Party, (vi) to defend against any actual or threatened legal action, (vii) in response to complaints from others related to your use of any of our Services, or (viii) for any other reason expressly provided herein (a “for Cause” suspension or termination), or (2)(i) for no reason (a “for Convenience” suspension or termination).
      3. Cancellation or Termination by You
        You may cancel any Services or terminate this Agreement at any time by providing us with notice to support@profile.com or as otherwise permitted by us in your User Account.
      4. Effect of Termination
        Upon termination or cancellation for any reason or no reason, you continue to be bound by the terms of this Agreement with respect to all obligations, liabilities and responsibilities that arose prior to termination. You acknowledge and agree that (i) if you cancel any Services or terminate this Agreement (for any reason or no reason) or if we terminate any Services or this Agreement for Cause, you will not receive any refund of fees paid for any terminated Services (and all fees owed must still be paid), and (ii) if we terminate any Service or this Agreement for Convenience, your sole and exclusive remedy for such termination is a prorated refund of any prepaid fees for Services not yet provided by us. Except as otherwise expressly set forth herein or on our website, we will cease charging your Payment Method for any monthly subscription fees as of the expiration of the billing cycle in which the termination is effective. Upon termination of any Services or this Agreement, all licenses granted to you for the terminating Services or under this Agreement, as applicable, will immediately cease, you must cease using the terminated Services, and you must destroy all copies of Company Content (as defined below). You agree that upon termination of this Agreement, we may delete all information related to you on our Services.
    5. Fees, Payments and Renewals
      1. Your Obligation to Pay Fees and Taxes
        You agree to pay us all applicable fees as designated on our website for the Services you order or as designated by us in the ordering process. All fees for any order you place are subject to change at the time of any renewal or as otherwise provided herein. All fees are due immediately and are non-refundable, except as otherwise expressly provided herein, on our website at the time of your purchase, or as required by law. You are responsible for payment of all applicable taxes (other than taxes based on our income), including, but not limited to, sales tax, use tax, value added tax, and other taxes and governmental charges and duties on your purchase of Services (collectively, “Taxes”). You agree to pay all Taxes related to the Services or payments made by you hereunder. All fees for Services are listed, and shall be paid, in U.S. dollars.
      2. Payment Method
        Payments for Services are to be made via a charge to your credit card, debit card or other payment method acceptable to us (your “Payment Method”) as collected and processed by our third-party payment processor, Stripe, Inc. (the “Processor”). You acknowledge and agree that your submission of your Payment Method will be directly to our Processor, that we do not collect your credit card or other financial account information, and you may be required to agree to additional terms and conditions with our Processor in connection with your payment of fees for Services. You are solely responsible for ensuring your Payment Method is up to date with our Processor. By submitting an order for Services, you authorize Company and Processor to charge the applicable fees using your Payment Method.
      3. Subscriptions Automatically Renew
        You agree that all annual and monthly subscriptions and any other recurring fees related to any Services will be recurring transactions billed on an ongoing basis using your Payment Method until the Services are canceled or the Agreement is terminated in accordance with this Agreement. Any Service purchased on a month-to-month basis (a “Monthly Subscription”) will automatically renew each month at the then-current fees applicable to the Service as listed on our website until terminated as provided in this Agreement. Any Service purchased on an annual basis (an “Annual Subscription”) will automatically renew at the end of each 12-month period for additional one-year periods at the then-current fees applicable to the Service as listed on our website until terminated as provided in this Agreement. Any renewal of your Services is subject to the then-current version of this Agreement and payment of all applicable fees. Except in connection with Monthly Subscriptions or as otherwise required by law, we will make reasonable efforts to notify you of an upcoming renewal of your Services prior to the renewal date. For Annual Subscriptions, you agree that we and our Processor may charge your Payment Method for each renewal on a date that is no more than thirty (30) days prior to the renewal date. You agree that we or our Processor may extend the expiration date (using third-party services for such purposes) on your Payment Method on file with our Processor in order to effect a renewal.
      4. Payment Method Failure
        If your Payment Method fails or is rejected for any reason in connection with a renewal (a “Failed Payment”), you agree that we may, but shall not be obligated to, (i) notify you by email to permit you to update your Payment Method information, and (ii) make additional attempts to charge your Payment Method for the applicable renewal fees. You acknowledge and agree that in the event of a Failed Payment we will terminate the applicable Services as of the end of the paid subscription or registration term or the end of any then-applicable grace period provided by us (as designated by us on our website or confirmed to you in writing), whichever is later. You agree to be responsible and reimburse us for all fees we incur due to a Failed Payment. We may, but shall not be obligated to, change any of your Services to any “free” version of our Services after terminating any fee-based Services due to a Failed Payment, and you agree that your use of any Services after any such termination is governed by the terms and conditions of this Agreement.
    6. Service Location
      The Services are controlled and operated from facilities in the United States. You acknowledge and agree that you are accessing and entering into this Agreement as hosted by us on our servers in the United States. Company makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Services if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government.
  2. Our Proprietary Rights
    Except for your User Content, the Services and all materials therein or transferred thereby, including, without limitation, software, data, images, text, graphics, illustrations, reputational indicators, status indicators, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content belonging to other Users (collectively, the “Company Content”), and all Intellectual Property Rights related thereto, are the exclusive property of Company and its licensors (including other Users who post User Content to the Services). Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, reverse engineer, decompile, disassemble, attempt to derive the source code from, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Company Content. Use of the Company Content for any purpose not expressly permitted by this Agreement is strictly prohibited. Without limiting the foregoing, you agree not to remove, obscure or alter in any way any Company or Third-Party trademarks, copyright notices, patent or patent application information, or other intellectual property related information included by us in or on any of our Services. You agree we have the absolute right to control and prohibit your use of or reference to our trademarks, and, upon our request, you agree to immediately discontinue any use or display of our trademarks.
    You may choose to or we may invite you to submit comments or ideas about the Services, including without limitation about how to improve the Services or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Company under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Company does not waive any rights to use similar or related ideas previously known to Company, or developed by its employees, or obtained from sources other than you.
    You acknowledge that you do not own the User Account you use to access the Services, nor do you possess any rights of access or rights to data stored by or on behalf of Company on Company servers, including without limitation any data representing or embodying any Company Content. You agree that Company has the absolute right to manage, regulate, control, modify and/or eliminate Company Content as it sees fit in its sole discretion, in any general or specific case, and that Company will have no liability to you based on its exercise of such right. All data on Company’s servers are subject to deletion, alteration or transfer. NOTWITHSTANDING ANY VALUE ATTRIBUTED TO SUCH DATA BY YOU OR ANY THIRD PARTY, YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY DATA, USER ACCOUNT HISTORY AND USER ACCOUNT CONTENT RESIDING ON COMPANY’S SERVERS, MAY BE DELETED, ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON IN COMPANY’S SOLE DISCRETION, WITH OR WITHOUT NOTICE AND WITH NO LIABILITY OF ANY KIND.
  3. No Professional Advice
    If the Services provide professional information (for example, medical, legal, or financial), such information is for informational purposes only and should not be construed as professional advice. No action should be taken based upon any information contained in the Services. You should seek independent professional advice from a person who is licensed and/or qualified in the applicable area.
  4. Privacy
    We care about the privacy of our Users. You understand that by using the Services you consent to the collection, use and disclosure of your personally identifiable information and aggregate and/or anonymized data as set forth in our Privacy Policy, and to have your personally identifiable information collected, used, transferred to and processed in the United States.
  5. Security
    Company cares about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
  6. DMCA Notice
    Since we respect artist and content owner rights, it is Company’s policy to respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”). If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Services, please notify Company’s copyright agent as set forth in the DMCA. For your complaint to be valid under the DMCA, you must provide the following information in writing:
    1. An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
      2.
    2. Identification of the copyrighted work that you claim has been infringed;
      3.
    3. Identification of the material that is claimed to be infringing and where it is located on the Services;
      4.
    4. Information reasonably sufficient to permit Company to contact you, such as your address, telephone number, and, e-mail address;
      5.
    5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
      6.
    6. A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.
      7.
    The above information must be submitted to the following DMCA Agent:
    Attn: DMCA Notice
    Profile Technologies, Inc. dba Profile.com
    Address: 1401 Pennsylvania Ave
    STE 105 BOX 2012
    Wilmington Delaware 19806
    United States
    Email: legal@profile.com
    UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.
    Please note that this procedure is exclusively for notifying Company and its affiliates that your copyrighted material has been infringed. The preceding requirements are intended to comply with Company’s rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.
    In accordance with the DMCA and other applicable law, Company has adopted a policy of terminating, in appropriate circumstances, Users who are deemed to be repeat infringers. Company may also at its sole discretion limit access to the Services and/or terminate the User Accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
  7. Third-Party Links and Information
    The Services may contain links to third-party materials that are not owned or controlled by Company. Company does not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access a third-party website or service from the Services or share your User Content on or through any third-party website or service, you do so at your own risk, and you understand that the Company’s Privacy Policy does not apply to your use of such sites. YOU EXPRESSLY RELIEVE COMPANY FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF ANY THIRD-PARTY WEBSITE, SERVICE, OR CONTENT, INCLUDING WITHOUT LIMITATION USER CONTENT SUBMITTED BY OTHER USERS. Additionally, your dealings with or participation in promotions of advertisers found on the Services, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that Company shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.
  8. Indemnity
    To the maximum extent permitted by applicable law, you agree to defend, indemnify and hold harmless Company and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) (collectively, “Losses”) arising from: (i) your use of and access to the Services, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (iii) your actual or alleged violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; (iv) your actual or alleged violation of any applicable law, rule or regulation; (v) User Content or any content that is submitted via your User Account including without limitation actual or alleged misleading, false, or inaccurate information; (vi) your actual or alleged willful misconduct; or (vii) any other party’s access and use of the Services with your unique username, password or other appropriate security code. The foregoing does not apply to Losses resulting directly from our gross negligence or willful misconduct.
  9. No Warranty
    THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COMPANY OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, COMPANY, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.
    FURTHER, COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICE, AND COMPANY WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
    FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
  10. Limitation of Liability
    TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COMPANY, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL COMPANY BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.
    TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY ASSUMES NO, AND SHALL HAVE NO, LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICES; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL COMPANY, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT, IN THE AGGREGATE, EXCEEDING THE AMOUNT YOU PAID TO COMPANY HEREUNDER OR $100.00, WHICHEVER IS GREATER.
    THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY WHERE THE LIABILITY RESULTS DIRECTLY FROM COMPANY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, OR TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
    YOU ACKNOWLEDGE AND AGREE THAT ANY CLAIM OR CAUSE OF ACTION BY YOU OR ON YOUR BEHALF ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY OF THE SERVICES MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION INITIALLY AROSE OR SUCH CLAIM OR CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.
    You acknowledge and agree that the limitations contained in this Section are an essential element of this Agreement and absent such limitations, Profile.com would not enter into this Agreement or provide Services hereunder.
  11. Governing Law, Arbitration, and Class Action/Jury Trial Waiver
    1. Governing Law
      You agree that: (i) the Services shall be deemed solely based in New York; and (ii) the Services shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than New York. This Agreement shall be governed by the internal substantive laws of the State of New York, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the federal and state courts located in New York County, New York for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. You agree that New York County, New York is the proper forum for any appeals of an arbitration award. IN THE EVENT THE ARBITRATION PROVISION BELOW IS FOUND TO BE UNENFORCEABLE, YOU AGREE THAT THE EXCLUSIVE VENUE FOR THE RESOLUTION OF ALL DISPUTES ARISING UNDER OR RELATING TO THIS AGREEMENT SHALL BE THE FEDERAL AND STATE COURTS OF NEW YORK COUNTY, NEW YORK, AND YOU AGREE TO THE EXCLUSIVE PERSONAL JURISDICTION AND VENUE OF THOSE COURTS FOR THE RESOLUTION OF ALL SUCH DISPUTES (EACH A “COURT OF INITIAL PROCEEDING”). Notwithstanding the foregoing sentence, either party may resort to a court of competent jurisdiction to enforce the judgment from a Court of Initial Proceeding.
    2. Arbitration
      READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM COMPANY. For any dispute with Company, you agree to first contact us at legal@profile.com and attempt to resolve the dispute with us informally. In the unlikely event that Company has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by JAMS, under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. JAMS may be contacted at www.jamsadr.com. The arbitration will be conducted in New York County, New York, unless you and Company agree otherwise. If you are an individual using the Services for non-commercial purposes: (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Company from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, Intellectual Property Rights or other proprietary rights.
    3. Class Action/Jury Trial Waiver
      WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICES FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.
  12. General
    1. Assignment
      This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Company without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
    2. Notification Procedures and Changes to the Agreement
      Company may provide notifications, whether such notifications are required by law or are for marketing or other business-related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by Company in our sole discretion. Company reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement. Company is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. Company may, in its sole discretion, modify or update this Agreement from time to time, and so you should visit our website and review the most current version of this Agreement periodically. When we change the Agreement in a material manner, we will update the ‘last modified’ date at the top of this Agreement and notify you that material changes have been made to the Agreement. Your continued use of the Services after any such change constitutes your acceptance of the updated Agreement. If you do not agree to future updates to the Agreement, do not use the Services after the effective date of such updated Agreement. You agree that your sole remedy in the event you do not agree to an updated version of this Agreement is to cease using the Services and terminate this Agreement.
    3. Entire Agreement/Severability
      This Agreement, together with any amendments and any additional agreements or terms you may enter into with Company in connection with the Services, shall constitute the entire agreement between you and Company concerning the Services. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable.
    4. No Waiver
      No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Company’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
    5. No Third Party Beneficiaries
      Except for your obligations to persons or entities associated with us (e.g., our affiliates, subcontractors, vendors, Third Parties, etc.) as expressly provided in this Agreement, this Agreement is intended solely for the benefit of the parties hereto and their respective permitted successors and assigns, and is not for the benefit of, nor may any provision be enforced by, any other person or entity.
    6. Contact
      Please contact us at legal@profile.com with any questions regarding this Agreement.