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Terms of Service

IMPORTANT: THESE TERMS OF SERVICE (“TERMS”) GOVERN YOUR USE OF THE KALDEA.COM WEBSITE AND SUBDOMAINS (COLLECTIVELY, THE “SITE”), THE KALDEA DATA COLLABORATION PLATFORM (THE “PLATFORM”), AND OTHER RELATED SERVICES OFFERED BY OUR COMPANY (“SERVICES”). CLOA TECHNOLOGIES, INC. D/B/A KALDEA (“KALDEA,” “WE” OR “US”) PROVIDES THE SITE AND SERVICES. “YOU” OR “CUSTOMER” REFERS TO YOU AS A USER OF THE SITE OR SERVICES. THIS IS A LEGAL AGREEMENT BETWEEN YOU and THE LEGAL ENTITY YOU REPRESENT AND KALDEA. BY CLICKING THE “Continue with Google / Email” BUTTON, EXECUTING AN ORDER THAT REFERENCES THese Terms, OR BY EITHER ACCESSING OR USING THE SERVICES, CUSTOMER ACKNOWLEDGES THAT CUSTOMER HAS REVIEWED, UNDERSTANDS, AND ACCEPTS THESE Terms. YOU WARRANT AND REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND YOUR LEGAL ENTITY AND “CUSTOMER” REFERS TO THAT ENTITY. IF CUSTOMER DOES NOT AGREE WITH ALL OF THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THE SERVICES. BY USING THE SERVICES, CUSTOMER WARRANTS TO USE BEST EFFORTS TO ENSURE CONTRACTUAL EFFICACY TO ALL TERMS HEREIN. Kaldea MAY MAKE CHANGES TO THE SERVICES OR MODIFY THE TERMS HEREIN AT ANY TIME. CUSTOMER’S CONTINUED USE OF THE SERVICES AFTER MODIFICATIONS HAVE BEEN POSTED TO Kaldea’S WEBSITE WILL SIGNIFY CUSTOMER’S ASSENT TO AND ACCEPTANCE OF THE REVISED TERMS. TO THE EXTENT any of THESE TERMS DIRECTLY CONFLICT WITH THE TERMS OF ANY FULLY EXECUTED WRITTEN AGREEMENT BETWEEN Kaldea AND CUSTOMER (“SUPPLEMENTAL AGREEMENT”), THE SUPPLEMENTAL AGREEMENT SHALL CONTROL.

BY USING THE SITE OR SERVICES, YOU ARE AGREEING TO THESE TERMS. PLEASE READ THEM CAREFULLY.

1. Eligibility

You must be at least 18 years old to use the Site or the Services. If you are under the age of majority in your jurisdiction of residence, a minor, your parent or legal guardian must agree to these Terms on your behalf and you may only access and use the Site and Services with permission from your parent or legal guardian.

2. Platform

Tiers.  The current description of available Platform tiers (“Tiers”) is set forth on the Site. The Tier descriptions are incorporated herein by this reference, and may be updated or revised from time to time at the sole discretion of KALDEA.

Price Quotes/Order(s).  Once you confirm your desired Tier and service period, KALDEA will provide you with a price quote based on the options you selected (a “Price Quote”). Price Quotes do not include any applicable sales, use, excise or VAT taxes (collectively, “Taxes”). Unless otherwise set forth on the applicable Price Quote, Price Quotes are only valid for thirty (30) days from the date of issuance, after which time the Price Quote becomes invalid. A Price Quote accepted by you shall become a purchase order (“Order”), the terms of which are expressly incorporated herein by this reference.

Access.  Subject to your compliance with these Terms, KALDEA hereby grants to Customer the right to access and use the Platform during the term as expressly agreed in applicable Order(s) and strictly limited to Customer’s legitimate internal and lawful business purposes. KALDEA retains all right, title, and interest in and to the Platform, including without limitation all software included in and used to provide the Platform and all logos and trademarks reproduced through the Platform. This Agreement does not grant you (a) any right to reproduce, modify, distribute, or publicly display or perform the software included in the Platform or (b) any other right to the Platform not specifically set forth herein.

Service Levels.  KALDEA shall offer the Platform in accordance with its service level agreement (“SLA”), available by request at legal@kaldea.com, and which is incorporated herein by this reference. KALDEA shall provide the remedies listed in the SLA for any failure of the Platform listed in the SLA. Such remedies are your sole remedy for any failure of the Platform, and you understand and agree that if the SLA does not list a remedy for a given failure, it has no remedy. Credits issued pursuant to the SLA apply to outstanding or future invoices only and are forfeit upon termination of the applicable Order. KALDEA is not required to issue refunds or to make payments against such credits under any circumstances, including without limitation after termination of any agreement between the parties.

3. Payment Terms

Payments:  You agree to pay the applicable fee based on the pricing tier you select in the applicable Order. Except as set forth on the applicable Order Form, all fees are payable monthly, in advance. All fees are non-refundable and non-cancelable. There will be no refunds or credits for partial months of service, upgrades, downgrades, or unused months. Customer shall be responsible for payment of all Taxes (excluding Taxes based on KALDEA’s net income), fees, duties and charges, and any related penalties and interest, arising from the payment of such fees.

Amendments:  To ensure upgrades, downgrades, or cancellations are processed prior to an upcoming billing period, requests must be submitted thirty (30) days prior to the end of the current month (using Pacific Standard Time) to avoid billing of fees for the next month. Customer’s requested upgrades, downgrades and cancellations shall constitute an amendment to the applicable Order Form once confirmed by KALDEA.

Disputes:  In the event of a good faith dispute as to the calculation of a charge, you shall promptly give written notice to KALDEA stating the details of any such dispute and shall promptly pay any undisputed amount. The acceptance by KALDEA of such partial payment shall not constitute a waiver of payment in full by KALDEA of the disputed amount. You agree to pay all costs and expenses of whatever nature, including reasonable attorneys’ fees, incurred by or on behalf of KALDEA in connection with the collection of any unpaid amounts due to KALDEA hereunder.

Late Fees:  Any undisputed amount due to KALDEA under this Agreement and not paid within thirty (30) days of invoice due date may be subject to a finance charge payable by you which is equal to one and one-half percent (1.5%) or the highest rate allowable by law, whichever is less, determined and compounded daily from the date such amount is due until the date such amount is paid. Notwithstanding anything to the contrary contained in this Agreement, failure to make timely payments of undisputed amounts shall constitute a default hereunder and shall entitle KALDEA to suspend your access to the KALDEA Platform and KALDEA Services without notice at KALDEA’s sole discretion.

Inaccuracy Disclaimer:  From time to time, there may be information on the Site that contains typographical errors, inaccuracies, or omissions that may relate to product descriptions, pricing, and availability. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update information at any time without prior notice.

Special Offers: Occasionally we will offer special promotions to our customers that we refer to as “special offers.” These offers may be for a limited time only.

4. Additional Terms

Some of our Services have additional terms and conditions (“Additional Terms”). Where Additional Terms apply to a Service, we will make them available for you to read through your use of that Service. By using that Service, you agree to the Additional Terms.

5. Acceptable Use of the Site and Services

You are responsible for your use of the Site and Services, and for any use of the Site or Services made using your account. Our goal is to create a positive, useful, and safe user experience. To promote this goal, we prohibit certain kinds of conduct that may be harmful to other users or to us. When you use the Site or Services, you may not:

6. User Data

The Site and some of our Services allow you to upload, submit, store, send, or receive content and data (“User Data”). You retain ownership of any intellectual property rights that you hold in that User Data.

When you upload, submit, store, send, or receive User Data to or through the Site or Services, you give us permission to reproduce and use your User Data as follows: you grant to us and those we work with a license to use, host, store, reproduce, modify, and create derivative works (such as translations, adaptations, or other changes we make so that User Data works better with the Site and Services) of your User Data. This license is for the limited purpose of operating and improving the Site and Services, and to develop new Services. Our license to your User Data is non-exclusive, meaning you may use the User Data for your own purposes or let others use your User Data for their purposes. This license is fully-paid and royalty free, meaning we do not owe you anything else in connection with our use of your User Data. We may exercise our rights under this license anywhere in the world and in any media.

You promise that:

We may refuse to accept or transmit User Data for any reason. We may remove User Data from the Site or Services for if you violate these Terms or if such removal is required, in our reasonable discretion, to comply with applicable law.

Personal Data. The parties acknowledge that User Data may from time to time include personally identifiable information (“Personal Data”) to the extent that you upload Personal Data to the Services. You understand and agree that the uploading of Personal Data is exclusively within your control. You shall comply with all applicable federal, state, local and international privacy, data protection, and security laws, rules and regulations, including without limitation, laws relating to the collection, use, reuse, processing, storage, security, protection, handling, cross-border transfer and disclosure of Personal Data. KALDEA will process the Personal Data in accordance with: (i) this Agreement; (ii) your lawful written instructions; and (iii) where applicable, KALDEA’s then-current Data Processing Addendum (“DPA”), which may be requested by contacting us at legal@kaldea.com.

Where Data Protection Laws (as such term is defined in the DPA) apply to the processing of Personal Data under these Terms, you understand and agree that KALDEA is the “Processor” and you are the “Controller” (as such terms are defined in the DPA) of such Personal Data and you will not upload to any Service any Personal Data unless and until you have entered into a DPA with us. You understand and agree that, as between the parties, it is your responsibility to determine if a DPA is required, as you have sole control over the data you upload into the Platform. You may contact us at legal@kaldea.com to request a DPA. Upon mutual execution of the DPA, the DPA is incorporated herein by this reference.

Personal Health Information. The parties acknowledge that User Data may from time to time include “personal health information” (“PHI”), as such term is defined under the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) to the extent that you upload PHI to the Services. You agree not to upload to any Service any PHI unless and until you have entered into a Business Associate Agreement (“BAA”) with KALDEA. Unless a BAA is in place, KALDEA shall have no liability under these Terms for PHI, notwithstanding anything else in this Agreement, HIPAA or any similar federal or state laws, rules or regulations. You may contact us at legal@kaldea.com to request a BAA. Upon mutual execution of the BAA, the BAA is incorporated herein by this reference.

7. De-Identified Data and Feedback

You hereby grant to KALDEA a non-exclusive, non-transferable, worldwide, commercial, perpetual, irrevocable, royalty-free license to collect, analyze and use de-identified data from your use of the Services to: (i) provide and maintain our Services; (ii) improve or offer new KALDEA Services; (iii) measure performance of KALDEA Services; or (iv) for any other lawful business purpose. For clarity, de-identified data, which may include metadata or aggregated data, used by KALDEA under this Section 7 will never identify you, nor any individual To the extent that you provide any suggestions, enhancement request, correction, ideas or other feedback regarding the Services (“Feedback”), you grant us a non-exclusive, worldwide, irrevocable, royalty-free license to reproduce, modify, create derivative works of, license, distribute and otherwise commercialize the Feedback as part of any of our Services.

8. Ownership; Trademarks

Other than User Data, we own or license all right, title, and interest in and to (a) the Site and Services, including all software, text, media, and other content available on the Site and Services, including without limitation, the Platform (collectively, “Our Content”); and (b) our trademarks, logos, and brand elements (“Marks”). The Site and Services, Our Content, and Marks are all protected under U.S. and international laws. The look and feel of the Site and Services are copyright © Cloa Technologies, Inc. All rights reserved. You may not duplicate, copy, or reuse any portion of the HTML/CSS, Javascript, or visual design elements or concepts without express written permission from KALDEA.

You hereby grant to KALDEA a trademark license to include Customer’s name and its primary logo (collectively, the “Customer Trademarks”), in any customer list or press release announcing this Agreement during the Term. Goodwill associated with the Customer Trademarks inures solely to Customer, and KALDEA shall take no action to damage the goodwill associated with the Customer Trademarks.

9. Copyright and Intellectual Property Policy

We respond to notices of alleged copyright infringement and terminate accounts of repeat infringers according to the process set out in the U.S. Digital Millennium Copyright Act. If you believe that your work has been copied in a way that constitutes copyright infringement, please forward the following information to the Copyright Agent named below:

Copyright Agent: Kaldea legal, legal@kaldea.com

For clarity, only copyright infringement notices should go to our Copyright Agent. You acknowledge that if you fail to comply with all of the requirements of this section your notice may not be valid.

If you believe the content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use such content, you may submit a counter-notice to the address listed above containing the following information:

After we receive your counter-notification, we will forward it to the party who submitted the original claim of copyright infringement. Please note that when we forward the counter-notification, it includes your personal information. By submitting a counter-notification, you consent to having your information revealed in this way. We will not forward the counter-notification to any party other than the original claimant.

After we send out the counter-notification, the claimant must then notify us within 10 days that he or she has filed an action seeking a court order to restrain you from engaging in infringing activity relating to the content that was removed or disabled. If we receive such notification we will be unable to restore the material. If we do not receive such notification, we may reinstate the material.

10. Privacy

Your privacy is very important to us. Our Privacy Policy explains how we collect, use, protect, and when we share personal information and other data with others. You are responsible for maintaining the confidentiality of your account information, including your username and password. You are responsible for all activities that occur under your account and you agree to notify us immediately of any unauthorized access or use of your account. We are not responsible or liable for any damage or loss related to any unauthorized access or use of your account.

11. Links

The Site and Services may contain links to other websites and online resources. A link to a third party’s website does not mean that we endorse it or that we are affiliated with it. We are not responsible or liable for any damage or loss related to the use of any third-party website. You should always read the terms and conditions and privacy policy of a third-party website before using it.

12. Changes to the Site or Services

We enhance and update the Site and Services often. We may change or discontinue the Site or Services at any time, with or without notice to you.

13. Termination

We reserve the right to not provide the Site or Services to any person. We also reserve the right to terminate any user’s right to access the Site or Services at any time, in our discretion. If you violate any of these Terms, your permission to use the Site and Services automatically terminates.

14. Disclaimer and Limitations on Our Liability

YOU USE THE SITE AND SERVICES AT YOUR OWN RISK. EXCEPT TO THE EXTENT SET FORTH IN THE SLA, THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR COMPANY AND ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, AND LICENSORS (“AFFILIATES”) DISCLAIMS ALL WARRANTIES, CONDITIONS, AND REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THOSE RELATED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT AND THOSE ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

IN PARTICULAR, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR COMPANY AND ITS AFFILIATES MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY OR COMPLETENESS OF CONTENT AVAILABLE ON OR THROUGH THE SITE OR SERVICES, OR THE CONTENT OF ANY WEBSITES OR ONLINE SERVICES LINKED TO OR INTEGRATED WITH THE SITE OR SERVICES. OUR COMPANY AND ITS AFFILIATES WILL HAVE NO LIABILITY FOR ANY: (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (b) PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO OR USE OF THE SITE OR SERVICES; (c) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR OF ANY PERSONAL INFORMATION OR USER DATA; (d) ANY INTERRUPTION OF TRANSMISSION TO OR FROM THE SITE OR SERVICES; (e) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED ON OR THROUGH THE SITE OR SERVICES BY ANY THIRD PARTY; OR (f) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED OR SHARED THROUGH THE SITE OR SERVICES.

YOU UNDERSTAND AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY MATERIAL OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE OR SERVICES IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE ARISING FROM DOING SO. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING FOR LOSS OF PROFITS, REVENUE, OR DATA) OR FOR THE COST OF OBTAINING SUBSTITUTE PRODUCTS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, HOWEVER CAUSED, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT WE’VE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL CUMULATIVE LIABILITY TO YOU OR ANY THIRD PARTY UNDER THESE TERMS, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO AND WILL NOT EXCEED THE FEES YOU HAVE ACTUALLY PAID US DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM GIVING RISE TO SUCH LIABILITY.

You understand and agree that we have set our prices and entered into these Terms with you in reliance upon the limitations of liability set forth in these Terms, which allocate risk between us and form the basis of a bargain between the parties.

15. Indemnification

To the maximum extent permitted by applicable law, you agree to indemnify and hold harmless our company and its Affiliates from and against any and all claims, costs, proceedings, demands, losses, damages, and expenses (including, without limitation, reasonable attorney’s fees and legal costs) of any kind or nature, relating to, any actual or alleged breach of these Terms by you or anyone using your account. If we assume the defense of such a matter, you will reasonably cooperate with us in such defense.

16. Arbitration Agreement & Waiver of Certain Rights

Except as set forth below, you and we agree that we will resolve any disputes between us (including any disputes between you and a third-party agent of ours) through binding and final arbitration instead of through court proceedings. You and we hereby waive any right to a jury trial of any Claim (defined below). All controversies, claims, counterclaims, or other disputes between you and us or you and a third-party agent of ours (each a “Claim”) shall be submitted for binding arbitration in accordance with the Rules of the American Arbitration Association (“AAA Rules”). The arbitration will be heard and determined by a single arbitrator. The arbitrator's decision in any such arbitration will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. You and we agree that the arbitration proceedings will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration, by applicable disclosure rules and regulations of securities regulatory authorities or other governmental agencies, or as specifically permitted by state law. The Federal Arbitration Act and federal arbitration law apply to this agreement. However, the Arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Agreement including, but not limited to, a claim that all or any part of this Agreement is void or voidable.

If you demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, we will pay as much of the administrative costs and arbitrator's fees required for the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate.

This arbitration agreement does not preclude either party from seeking action by federal, state, or local government agencies. You and we also have the right to bring qualifying claims in small claims court. In addition, you and we retain the right to apply to any court of competent jurisdiction for provisional relief, including pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Terms, nor a waiver of the right to have disputes submitted to arbitration as provided in these Terms.

Neither you nor we may act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any Claim. Claims may not be arbitrated on a class or representative basis. The arbitrator can decide only your and/or our individual Claims. The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated. The arbitrator may award in the arbitration the same damages or other relief available under applicable law, including injunctive and declaratory relief, as if the action were brought in court on an individual basis. Notwithstanding anything to the contrary in the foregoing or herein, the arbitrator may not issue a “public injunction” and any such “public injunction” may be awarded only by a federal or state court. If either party seeks a “public injunction,” all other claims and prayers for relief must be adjudicated in arbitration first and any prayer or claim for a “public injunction” in federal or state court stayed until the arbitration is completed, after which the federal or state court can adjudicate the party’s claim or prayer for “public injunctive relief.” In doing so, the federal or state court is bound under principles of claim or issue preclusion by the decision of the arbitrator.

If any provision of this Section is found to be invalid or unenforceable, then that specific provision shall be of no force and effect and shall be severed, but the remainder of this Section shall continue in full force and effect. No waiver of any provision of this Section of the Terms will be effective or enforceable unless recorded in a writing signed by the party waiving such a right or requirement. Such a waiver shall not waive or affect any other portion of these Terms. This Section of the Terms will survive the termination of your relationship with us.

THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN AAA RULES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR WE WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.

17. Other Provisions

Under no circumstances will we be held liable for any delay or failure in performance due in whole or in part to any acts of nature or other causes beyond our reasonable control.

These Terms will be governed by and construed in accordance with the laws of the State of California, without giving effect to any conflict of laws rules or provisions.

You agree that any action of whatever nature relating to these Terms, the Site, or Services will be filed only in the state or federal courts located in San Francisco, California. You consent and submit to the personal jurisdiction of such courts for the purposes of any such action.

If any provision of these Terms is found to be unlawful or unenforceable, then that provision will be deemed severable from these Terms and will not affect the enforceability of any other provisions.

The failure by us to enforce any right or provision of these Terms will not prevent us from enforcing such right or provision in the future.

We may assign our rights and obligations under these Terms, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law.

18. Changes to these Terms

From time to time, we may change these Terms. If we change these Terms, we will give you notice by posting the revised Terms on the Site. Those changes will go into effect on the Revision Date shown in the revised Terms. By continuing to use the Site or Services, you are agreeing to the revised Terms.

PLEASE PRINT A COPY OF THESE TERMS FOR YOU RECORDS AND PLEASE CHECK THE SITE FREQUENTLY FOR ANY CHANGES TO THESE TERMS.