Terms of Use

Welcome!

You have arrived at PrimeMinds and/or are otherwise interacting with our Service (defined below), which is owned and operated by PrimeMinds, Inc. (“PrimeMinds,” “we,” “our,” “us,” We,” Our,” Us”). These Terms of Service (“Terms”) govern your use of any of our online service locations (e.g., social media, website, or mobile apps) where we’ve posted a link to these Terms, including the website available at getprimeminds.com and the PrimeMinds mobile application (collectively, the “Platform”), and also applies to all features, widgets, plug-ins, applications, content, downloads and other services that we own and control and make available through a Platform, and/or that post or link to these Terms (collectively, the “Service”), regardless of how you access or use it, whether via computer, mobile device or otherwise.

By accessing or using any of the Platform, You are accepting and have agreed to these Terms (which incorporates by reference Our Privacy Policy), on behalf of Yourself.

THESE TERMS MAY CHANGE

These Terms are subject to occasional revision, and if we make any substantive changes, We may notify you by sending you an email to the last email address you provided to us or by prominently posting a notice of the changes within our Services and/or within our terms. Your continued use of our Services following notice of any changes to Our Terms or Privacy Policy or any other policies or guidelines constitutes your acceptance of all such changes. Please consult these Terms regularly. 

1. Account:
1.1 Account Creation: To use certain features of the Services, you may register for an account (“Account”) and provide certain information about Yourself. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) You will maintain the accuracy of such information; (c) You may delete your account at any time, for any reason, by following the instructions on the Services; (d) We may suspend or terminate your account as permitted in these Terms.

1.2 Account Responsibilities: You are responsible for maintaining the confidentiality of your account login information and are fully responsible for all activities that occur under your account. You agree to immediately notify us of any unauthorized use, or suspected unauthorized use of your account or any other security breach. You acknowledge and agree that we will not be liable for any loss or damage arising from your failure to comply with these requirements.

2. Services:


2.1 Subject to these Terms, we grant you a non-transferable, non-exclusive, revocable, limited license to use and access the Services solely for your personal, non-commercial use. You shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services, whether in whole or in part, or any content displayed within the Services. You shall not modify, make derivative works of, disassemble, decompile, reverse compile, or reverse engineer any part of the Services. You shall not access the Services to build a similar or competitive app, platform, website, product, or service. You shall not use any manual or automated software, devices, or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools, or the like) to “scrape” or download data from the Services. You shall not hack or modify the Services to set up robots to automate or otherwise manipulate content within the Services. You shall not share videos or any other content, information, or programs accessed through the Service with any third parties. Except as expressly stated in these Terms, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means. Any information, materials or programs purchased through the Services are for your sole use and may not be copied, shared, or otherwise distributed to any third-party. You shall not violate the laws of the United States, its states, or any other countries or entities having jurisdiction over these Terms, PrimeMinds, or yourself, whether or not the foreign political entity is a country or a subdivision (such as a state or province) or municipality (such as a city, town, county, or region) of a foreign country. You shall not do anything else that PrimeMinds believes (in its sole discretion) could harm or negatively affect us or any third party.

2.2 PrimeMinds, our suppliers, and affiliates reserve all rights not granted in these Terms of Use. Any unauthorized use of the Services terminates the licenses granted by PrimeMinds pursuant to these Terms of Use.

2.3 We reserve the right, at any time, to modify, update, suspend, or discontinue the Services (in whole or in part) with or without notice to you. You agree that we will not be liable to you or any third party for any modification, updates, suspension, or discontinuation of the Services or any part thereof. Unless otherwise indicated, any future release, update, or other addition to functionality of the Services shall be subject to these Terms.

2.4 You agree to use the Platform only for the lawful purposes described in more detail in the “Restrictions on Use” section below. You agree not to take any action that might compromise the security of the Platform, render the Platform inaccessible to others, or otherwise cause damage to the Platform or any content on the Platform (“Content”). You agree not to add to, subtract from, or otherwise modify the Content or to attempt to access any Content that is not intended for you. You agree not to use the Platform in any manner that might interfere with the rights of third parties. To access the Platform or some of the resources it has to offer, you may be asked to provide certain registration details or other information. It is a condition of your use of the Platform that all the information you provide on the Platform will be correct, current, and complete. If our Company believes the information you provide is not correct, current, or complete, we have the right to refuse you access to the Platform or any of its resources and to terminate or suspend your access at any time without notice.

3. Access to this Platform:

3.1 You may sign up as a registered user of the Products free of charge (a “Member”). To become a Member you need to go to the relevant section of the Products, then submit your first name, last name and email address to us, and create a password to be used in conjunction with that email address. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your Device. You may not register for more than one Member account.

  • In the course of your use of the Products, you may be asked to provide certain personalized information to us (such information is referred to hereinafter as “User Information”). Our information collection and use policies with respect to the privacy of such User Information are set forth in the PrimeMinds Policy Agreement. You acknowledge and agree that you are solely responsible for the accuracy and content of User Information, and you agree to keep it up to date.
  • By registering for a PrimeMinds account, the Products, you warrant that: You are legally capable of entering into binding contracts; (ii) All registration information you submit is truthful and accurate; (iii) You will maintain the accuracy of such information; and (iv) Your use of the Products does not violate any applicable law or regulation.

3.2 Membership: As a PrimeMinds Member you will receive access to certain sections, features and functions of the Products that are not available to non-members. By agreeing to become a Member you may receive occasional special offer, marketing, and survey communication emails with respect to the Product. You can easily unsubscribe from PrimeMinds commercial emails by following the opt-out instruction in these emails.PrimeMinds membership accounts and subscriptions are not transferable and therefore you agree to not sell, transfer, or exchange membership accounts or subscriptions in any way or under any circumstance. This expressly applies to any discounted, subsidized, or free accounts or subscriptions.

3.3 Once a Member: You are responsible for maintaining the confidentiality of your account, password, and other User Information and for restricting access to your Device to further help protect such information. You are responsible for updating your User Information.

3.4 Subscriptions: PrimeMinds account holders may access the Products in two ways:

  • Free Trial: a free-of-charge program, which gives unlimited access to 5 days of our PrimeMinds Program.
  • Paid Subscription: a subscription fee-based program, which gives access to all content including and beyond the Free Trial offering. You will only have access to PrimeMinds while your subscription is active and subsisting. You may access your Paid Subscription in the following ways: by purchasing a subscription to the Products from the Website, within the Apps, where allowed by the App marketplace partners, or through a bundle with one or more of our bundle subscription partners. Please note that if you purchase a subscription through the Apple iTunes Store or our iPhone application, the sale is final, and we will not provide a refund. Your purchase will be subject to Apple’s applicable payment policy, which also may not provide for refunds. If you purchase a subscription through the Google Play store, the sale is final, and we will not provide a refund. Your purchase will be subject to Google’s applicable payment policy, which also may not provide for refunds. If you purchase through one or more of our bundle subscription partners, the purchase may be further subject to the Terms and Conditions of such partners, and payment and management of the bundle subscription may be administered by them.

3.5 You may access PrimeMinds via a monthly or annual subscription option. For the purposes of our monthly and yearly subscriptions, a month constitutes 30 calendar days, and a year constitutes 365 calendar days.

  • Our “Monthly” subscription is paid in monthly installments. For each month that your monthly subscription is active, you acknowledge and agree that PrimeMinds is authorized to charge the same credit card as was used for the initial subscription fee or other payment method as set forth in section 2.5(h) (the “Payment Method”). The monthly renewal subscription fees will continue to be billed to the Payment Method you provided until cancelled. You must cancel your subscription before it renews in order to avoid billing of the next month’s subscription fee to the Payment Method you provided. Refunds cannot be claimed for any partial-month subscription period.
  • Our “Yearly” subscription is paid for by an upfront payment with automatic annual renewals. You acknowledge and agree that PrimeMinds is authorized to charge the Payment Method used for (i) the initial annual subscription fee at the rate secured at the time of purchase, and (ii) the non-discounted renewal subscription fee(s). You must cancel your subscription before it renews in order to avoid billing of the renewal subscription fee to the Payment Method you provided. Refunds cannot be claimed for any partial subscription period.

3.6 You agree to promptly notify PrimeMinds of any changes to the Payment Method you provided while any subscriptions remain outstanding. You are responsible for all applicable fees and charges incurred, including applicable taxes, and all subscriptions purchased by you.

3.7  In the course of your use of the Products, PrimeMinds and its third party payment service provider may receive and implement updated credit card information from your credit card issuer in order to prevent your subscription from being interrupted by an outdated or invalid card. This disbursement of the updated credit card information is provided to PrimeMinds and PrimeMinds’ third party payment service provider at the sole election of your credit card issuer. Your credit card issuer may give you the right to opt-out of the update service. Should you desire to do so, please contact your credit card issuer.

3.8  Our obligation to provide the Products only comes into being when we take receipt of your Order, and we confirm your purchase to you by email. We shall confirm your Order and send you an email to confirm your access to the subscription purchased. Please quote the Order number in all subsequent correspondence with us. Prices in US Dollars and Euros include local taxes. All prices in Pound Sterling include VAT unless otherwise stated. You agree not to hold us responsible for banking charges incurred due to payments on your account. If payment is not received by us from the Payment Method you provided, you agree to pay all amounts due upon demand by us. You agree that you are not permitted to resell any Products purchased through PrimeMinds for commercial purposes.

3.9 Changing Fees and Charges: We reserve the right to change our subscription plans or adjust pricing for our service or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in these Terms, any price changes or changes to your subscription plan will take effect following notice to you.

 

4. Restrictions on Use:

4.1 This Platform is provided solely for non-commercial, personal use, and/or so that you may learn about our Company and the services we provide. You may not use the Platform for any other purpose, including any commercial purpose, without our Company’s express prior written consent. For example, you may not (and may not authorize any other party to): (i) co-brand the Platform, or (ii) frame the Platform, or (iii) hyperlink to the Platform, without the express prior written permission of an authorized representative of our Company. For purposes of these Terms of Use, “co-branding” means to display a name, logo, trademark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute the Platform or Content accessible within the Platform. You agree to cooperate with our Company in causing any unauthorized co-branding, framing, or hyperlinking immediately to cease.

5. App Stores:

5.1 You acknowledge and agree that the availability of the Services is dependent on the third-party platform from which you access the Services, e.g., the Apple App Store or Google Play Store (individually and collectively, “App Store(s)”). You acknowledge that these Terms of Use are between you and PrimeMinds and not with the App Stores. PrimeMinds, not the App Stores, is solely responsible for the Services, the content thereof, maintenance, support services, and warranty therefor, and addressing any related claims. To use the Services, you must have internet connectivity, and you agree to pay all fees associated with such connectivity. You also agree to pay all fees (if any) charged by the App Store in connection with using the PrimeMinds app.

5.2 You agree to comply with, and your license to use the app is conditioned upon your compliance with, all applicable third-party terms of agreement (e.g., the App Stores’ terms and policies) when using the app and the Services. You acknowledge that the App Stores (and its subsidiaries) are third-party beneficiaries of these Terms of Use and will have the right to enforce it to the extent the rights of the operator of any App Stores are affected by such Terms.

5.3 You also agree that the PrimeMinds app is accessed through or downloaded from an App Store; therefore, Your use of the PrimeMinds app through the applicable App Store requires you to comply with such App Store’s terms of service, which means you agree to the following.

  • You shall pay all fees (if any) charged by the App Store and Google Play in connection with the PrimeMinds app.
  • You shall comply with, and your license to use the app is conditioned upon your compliance with, all applicable third-party terms of agreement (e.g., the App Store’s terms and policies) when using the App and the Services.

5.4 Google has no obligation or liability to you with respect to the PrimeMinds app downloaded on the Google Play Store or these Terms of Use.

 

6. Proprietary Information:

6.1 Trademarks: The material and Content accessible from the Platform, and any other Platform owned, operated, licensed, or controlled by our Company, is the proprietary information of our Company or the party that provided the Content to our Company, and our Company or the party that provided the Content to our Company retains all right, title, and interest in the Content. Accordingly, the Content may not be copied, distributed, republished, uploaded, posted, or transmitted in any way without the prior written consent of our Company, or unless authorized in writing elsewhere on our Platform, except that you may print out a copy of the Content solely for your personal use. You are prohibited from using any of the marks or logos appearing throughout the Platform without the express written permission of our Company.

 

6.2 Copyrights: This Platform and its Content are protected by U.S. and/or foreign copyright laws, and belong to the Company or its partners, affiliates, contributors or third parties. The copyrights for the Content are owned by the Company or other copyright owners who have authorized their use on the Platform. You may download and reprint Content for non-commercial, non-public, personal use only (if you are browsing the Platform as an employee or member of any business or organization, you may download and re-print Content only for educational or other non-commercial purposes within your business or organization, except as otherwise permitted by the Company, for example in certain password-restricted areas of the Platform). You may not manipulate or alter in any way images or other Content on the Platform.

 

6.3 Hyperlinks: This Platform may be hyper-linked to other Platforms which are not maintained by, or related to, our Company. The inclusion of any hyperlink to a third-party Platform does not imply endorsement, sponsorship or recommendation by our Company of that Platform. Hyperlinks to such Platforms are provided as a service to users and are not sponsored by or affiliated with the Platform or our Company. Our Company has not reviewed any or all of such Platforms and is not responsible for the content of those Platforms. Our Company also makes no representations about the availability of hyperlinked Platforms. Hyperlinks are to be accessed at the user’s own risk, and our Company makes no representations or warranties about the content, completeness or accuracy of these hyperlinks or the Platforms hyperlinked to the Platform. If you hyperlink to a Platform, please be aware that you will leave our Company’s web Platform and will become subject to the rules and conditions of the linked Platform(s). We recommend that you make yourself aware of the Terms of Use of any Platforms you link to from our Company’s Platform.

 

6.4 Submissions:You hereby grant to our Company the royalty-free, perpetual, irrevocable, worldwide, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display all content, remarks, suggestions, ideas, graphics, or other information communicated to our Company through the Platform (together, hereinafter known as the “Submission”), and to incorporate any Submission in other works in any form, media, or technology now known or later developed. Our Company will not be required to treat any Submission as confidential, and may use any Submission in its business (including without limitation, for products or advertising) without incurring any liability for royalties or any other consideration of any kind, and will not incur any liability as a result of any similarities that may appear in future Company operations. By making a Submission, you are guaranteeing to us that you have the legal right to post the content in the Submission and that it will not violate any law or the rights of any person or entity. Our Company will treat any personal information that you submit through the Platform in accordance with its Privacy Policy as set forth below.

 

7. Downloading Material:

7.1 You understand that our Company cannot and does not guarantee or warrant that files available for downloading from the internet will be free of viruses, worms, Trojan horses or other code that may manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Platform for the reconstruction of any lost data. Our Company does not assume any responsibility or risk for your use of the Internet.

 

8. Limitation on Liability:

8.1 In no event shall Company or any of its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, contractors, officers, managers and directors be liable for any incidental, direct, indirect, punitive, actual, consequential, special, exemplary, or other damages, including loss of revenue or income, pain and suffering, emotional distress, or similar damages, which may directly or indirectly result from any information, representation or omission, whether negligent or otherwise, contained on or resulting from use of Content or the Platform, even if Company has been advised of the possibility of such damages. And in no event shall the collective liability of Company and its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, managers, and directors to any party (regardless of the form of action, whether in contract, tort, or otherwise) exceed the greater of $100 or the amount that you have paid to Company for any Content, product or service.

 

8.2 Indemnity: You will indemnify and hold Company and all of its subsidiaries, affiliates, licensors, content providers, service providers, employees, agents, officers, managers, directors, and contractors (hereinafter known as the “Indemnified Parties”) harmless from any breach of these Terms of Use by you or from any matter relating to your use of Content or the Platform.  You agree that the Indemnified Parties will have no liability in connection with any such breach or the use of Content or the Platform, and you agree to indemnify any and all resulting loss, damages, judgments, awards, costs, expenses, and attorney’s fees of the Indemnified Parties in connection therewith. You will also indemnify and hold the Indemnified Parties harmless from and against any claims brought by third parties arising out of your use of the information or Content accessed from the Platform.

 

9 Information You Provide:

9.1 You may not post, send, submit, publish, or transmit in connection with the Platform any material that:

  • You do not have the right to post, including proprietary material of any third party;
  • Advocates illegal activity or discusses an intent to commit an illegal act;
  • Is vulgar, obscene, pornographic, or indecent;
  • Does not pertain directly to the Platform;
  • Threatens or abuses others, libels, defames, invades privacy, stalks, is obscene, pornographic, racist, abusive, harassing, threatening or offensive;
  • Seeks to exploit or harm children by exposing them to inappropriate content, asking for personally identifiable details or otherwise;
  • Infringes any intellectual property or other right of any entity or person, including violating anyone’s copyrights or trademarks or their rights of publicity;
  • Violates any law or may be considered to violate any law;
  • Impersonates or misrepresents your connection to any other entity or person or otherwise manipulates headers or identifiers to disguise the origin of the Content;
  • Advertises any commercial endeavor (e.g., offering for sale products or services) or otherwise engages in any commercial activity (e.g., conducting raffles or contests, displaying sponsorship banners, and/or soliciting goods or services), except as may be specifically authorized on the Platform;
  • Solicits funds, advertisers or sponsors;
  • Includes programs which contain viruses, worms and/or Trojan horses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications;
  • Disrupts the normal flow of dialogue, causes a screen to scroll faster than other users are able to type, or otherwise act in a way which affects the ability of other people to engage in real time activities via the Platform;
  • Includes MP3 format files;
  • Amounts to a ‘pyramid’ or similar scheme;
  • Disobeys any policy or regulations established from time to time regarding use of the Platform or any networks connected to the Platform; or
  • Contains hyper-links to other Platforms that contain content that falls within the descriptions set forth above.

9.2 Although under no obligation to do so, our Company reserves the right to monitor use of the Platform to determine compliance with these Terms of Use, as well as the right to remove or refuse any information for any reason. Notwithstanding these rights, you remain solely responsible for the content of your Submissions. You acknowledge and agree that neither Company nor any third party that provides Content to Company will assume or have any liability for any action or inaction by Company or such third party with respect to any Submission.

 

10. Security:


10.1 Any passwords used for the Platform are for individual use only. You will be responsible for the security of your password (if any). Company will be entitled to monitor your password and, at its discretion, require you to change it. If you use a password that Company considers insecure, Company will be entitled to require the password to be changed and/or terminate your account. You are prohibited from using any services or facilities provided in connection with the Platform to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools or network probing tools) is strictly prohibited. If you become involved in any violation of system security, Company reserves the right to release your details to system administrators at other Platforms in order to assist them in resolving security incidents. Company reserves the right to investigate suspected violations of these Terms of Use. Company reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Company to disclose the identity of anyone posting any e-mail messages, or publishing or otherwise making available any materials that are believed to violate these Terms of Use.  Pursuant to these Terms of Use, you hereby waive and hold harmless Company from any claims resulting from any action taken by Company during or as a result of its investigations and/or from any actions taken as a consequence of investigations by either the Company or law enforcement authorities.

 

11 Claims of Copyright Infringement:


11.1 The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under the U.S. copyright law. If you believe in good faith that materials hosted by Company infringe your copyright, you, or your agent may send to Company a notice requesting that the material be removed or access to it be blocked. Any notification by a copyright owner or a person authorized to act on its behalf that fails to comply with requirements of the DMCA shall not be considered sufficient notice and shall not be deemed to confer upon Company actual knowledge of facts or circumstances from which infringing material or acts are evident. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send to Company a counter-notice. All notices and counter notices must meet the then current statutory requirements imposed by the DMCA.

11.2 Dispute Resolution: These Terms of Use shall be governed by and construed in accordance with the laws of the State of New Jersey, United States of America. If any provision hereof shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.  All disputes relating to these Terms of Use or the Platform, which the parties cannot resolve on their own after good faith efforts, shall be submitted to binding arbitration in accordance with the American Arbitration Association (“AAA”) and resolved pursuant to the AAA’s Commercial Arbitration Procedures.  Unless otherwise agreed by the parties, such arbitration shall take place in State of New Jersey.  The fees and the expenses of the arbitrator will be borne equally by the parties.  

11.3 Governing Law: The Terms of Use and the resolution of any “Dispute” shall be governed by and construed in accordance with the laws of the State of Delaware without regard to its conflict of laws principles AND WILL SPECIFICALLY NOT BE GOVERNED BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS, IF OTHERWISE APPLICABLE.

11.4 Time Limits: Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Services must be filed within (1) month after such claim or cause of action arose, or else that claim or cause of action will be barred forever.

11.5 Informal Dispute Resolution Required: We want you to reach out to Us if You have any concerns or complaints rather than feeling like You need to initiate a formal legal case. Before filing a claim against PrimeMinds, You agree to try to resolve the Dispute informally by sending to legal@getprimeminds.com a written “Notice of Dispute” (“Notice”) describing the nature and basis of the claim or dispute, your phone number and formal mailing address, and the requested relief. After we receive the notice, we will try to resolve the Dispute informally by contacting you through email or telephone. If a dispute is not resolved within ninety (90) days after the date we contact you informally, You or PrimeMinds may bring a formal proceeding as permitted in this Section 11. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.

11.6 Waiver of Jury Trial: THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Section 11 and the Terms. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in a court and are subject to very limited review by a court. In the event, any litigation should arise between You and PrimeMinds in any state or federal court in a suit to vacate or enforce an arbitration award, or otherwise, YOU AND PRIMEMINDS WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.

11.7 Waiver of Class or Consolidated Actions: ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE USER (WHETHER AN INDIVIDUAL OR AN ORGANIZATION) CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER (WHETHER AN INDIVIDUAL OR ORGANIZATION).

11.8 Equitable Relief: Notwithstanding anything to the contrary in this Section 11, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Section 11 or the Terms.

11.9 If you bring a dispute in a manner other than in accordance with this Section 11, you agree that we may move to have it dismissed, and that you will be responsible for Our reasonable attorneys’ fees, court costs, and disbursements in doing so.

11.10 You agree that the unsuccessful party in any dispute arising from or relating to these Terms of Use will be responsible for the reimbursement of the successful party’s reasonable attorneys’ fees, court costs, and disbursements.


12 Waiver and Releases:

12.1 You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are prohibited. 

12.2 Residents of California: IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED RELEASE.

12.3 Jurisdictions Prohibiting PrimeMinds’s Limitation of Liability. Notwithstanding any provision of these Terms (including without limitation those in All Sections), if Your jurisdiction has laws or regulations specific to waiver or liability that conflict with every Section then our liability is limited to the smallest extent possible by law. Specifically, in those jurisdictions not allowed, we do not disclaim liability for (a) death or personal injury caused by our negligence or that of any of our officers, employees, or independent contractors; or (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.

12.4 Electronic Communications: The communications between You and PrimeMinds use electronic means, whether you use the Services or send us emails, or whether we post notices on the Services or communicate with you via email. For contractual purposes, you (a) consent to receive communications from us in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable rights.

13. General Terms:

13.1 These Terms constitute the entire and exclusive agreement between You and PrimeMinds regarding the Services and the use and access thereof. These Terms supersede and replace any and all prior oral or written understandings or agreements between You and PrimeMinds regarding all of our Services. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

13.2 The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation.”

13.3 If any clause within the Terms of Service (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause will be severed from the Terms of Use, and the remainder of these Terms of Use will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, the dispute will be decided in accordance with the Dispute Resolution procedure set forth above.

13.4 Force Majeure: You agree that we are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, pandemics, epidemics, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, failure or shortage of infrastructure, shortage of materials, or any other event beyond Our control (collectively, “Force Majeure”). We reserve the right (in our sole discretion) to terminate any or all Services to you or any of our Users due to any Force Majeure event.

13.5 Miscellaneous: These Terms of Use constitute the entire agreement among the parties relating to this subject matter. Notwithstanding the foregoing, any additional terms and conditions, such as our Privacy Policy and other disclosures, on the Platform will govern the items to which they pertain. PrimeMinds may revise these Terms of Use by updating this posting.

 

14 Disclaimer:

THE INFORMATION, PRODUCTS, AND SERVICES OFFERED ON OR THROUGH THE WEBSITE AND BY OUR COMPANY AND ANY THIRD-PARTY WEBSITES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE WEBSITE OR ANY OF ITS FUNCTIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY PART OF THIS WEBSITE, INCLUDING BULLETIN BOARDS OR THE SERVERS THAT MAKE IT AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE WEBSITE OR MATERIALS ON THIS WEBSITE OR ON THIRD-PARTY WEBSITES IN TERMS OF THEIR CORRECTNESS, ACCURACY, TIMELINESS, RELIABILITY OR OTHERWISE. WITH REGARDS TO HEALTH & WELLNESS CONTENT ON THE WEBSITE:

WHILE WE HOPE YOU FIND THE PLATFORM HELPFUL, IT IS NOT MEANT TO SERVE AS A SUBSTITUTE FOR YOUR OWN PERSONAL JUDGMENT OR THIRD-PARTY PROFESSIONAL ADVICE, AND YOU SHOULD EVALUATE AND INDEPENDENTLY VERIFY THE INFORMATION AND RESULTS OBTAINED THROUGH USE OF THE PLATFORM.  YOU EXPRESSLY ACKNOWLEDGE AND UNDERSTAND THAT NEITHER THE COMPANY NOR ITS OWNERS, OFFICERS, CONTRACTORS, MANAGERS, DIRECTORS, EMPLOYEES, SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, AND AGENTS ARE PROFESSIONAL OR FINANCIAL ADVISERS, AND NOTHING CONTAINED ON THE WEBSITE IS INTENDED TO BE OR TO BE CONSTRUED AS PROFESSIONAL OR FINANCIAL ADVICE. COMPANY IS NOT A PROFESSIONAL OR AN INVESTMENT ADVISORY SERVICE, IS NOT A PROFESSIONAL OR AN INVESTMENT ADVISER, AND DOES NOT PROVIDE PERSONALIZED PROFESSIONAL OR FINANCIAL ADVICE OR ACT AS A PROFESSIONAL OR FINANCIAL ADVISOR. THE WEBSITE EXISTS FOR EDUCATIONAL PURPOSES ONLY, AND THE MATERIALS AND INFORMATION CONTAINED HEREIN ARE FOR GENERAL INFORMATIONAL PURPOSES ONLY. THE EDUCATION AND INFORMATION PRESENTED HEREIN IS INTENDED FOR A GENERAL AUDIENCE AND DOES NOT PURPORT TO BE, NOR SHOULD IT BE CONSTRUED AS, SPECIFIC ADVICE TAILORED TO ANY INDIVIDUAL. YOU ARE ENCOURAGED TO DISCUSS ANY OPPORTUNITIES WITH YOUR ATTORNEY, ACCOUNTANT, FINANCIAL PROFESSIONAL, OR OTHER ADVISOR OR PROFESSIONAL.  IF PROFESSIONAL ADVICE OR OTHER EXPERT ASSISTANCE IS REQUIRED, THE SERVICES OF A COMPETENT PROFESSIONAL SHOULD BE SOUGHT.

PRIMEMINDS IS NOT A MEDICAL SERVICE PROVIDER AND DOES NOT OFFER MEDICAL ADVICE. THE SERVICES ARE NOT INTENDED FOR MEDICAL DIAGNOSIS OR ADVICE OR TREATMENT. WE DO NOT ENDORSE ANY SPECIFIC PRODUCTS, PROGRAMS, PROCEDURES, OPINIONS OR OTHER INFORMATION THAT MAY BE MENTIONED OR DESCRIBED THROUGH OUR SERVICES. IF YOU RELY ON ANY CONTENT OBTAINED BY YOU THROUGH THE SERVICES, YOU DO SO SOLELY AT YOUR OWN RISK. PRIMEMINDS ASSUMES NO RESPONSIBILITY FOR ANY ACT, OMISSION, ACTIVITY, PRODUCT OR SERVICE THROUGH INDIVIDUALS OR PROGRAMS PROVIDED THROUGH THE SERVICES.

THE SERVICES ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND WE (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICES, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.


15. DMCA Copyright and Other IP Infringement Claims:

15.1 We take the protection of Intellectual Property seriously. We respect the rights of others’ content and Intellectual Property, and we expect our Users to do the same. You agree not to copy, distribute, display, or otherwise reproduce any of the Services or any information available through the Services without obtaining our prior written permission in each such instance. We reserve the right (in our sole discretion) to terminate and/or disable the accounts of yours and any Users for materially or repeatedly infringing the intellectual property rights of PrimeMinds, our Suppliers, and any other third parties in accordance with all applicable laws.

15.2 Claim Submission: Any and all new claims of copyright or other intellectual property infringement must be mailed an original copy of the Claim to the mailing address: 8200 S. Quebec Street, Suite A3-418, Centennial, CO 80112.

Any claims of alleged copyright or other intellectual property infringement must include:

  • Procedure for Alleging Copyright Infringement DMCA Notice: If you own a copyright in a work (or represent such a copyright owner) and believe that your (or such owner’s) copyright in that work has been infringed by an improper posting or distribution of it via the Service, then you may send us a written notice that includes all of the following: 
    1. a legend or subject line that says: “DMCA Copyright Infringement Notice”; 
    2. a description of the copyrighted work that you claim has been infringed or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
    3. a description of where the material that you claim is infringing or is the subject of infringing activity is located that is reasonably sufficient to permit us to locate the material (please include the URL of the Service on which the material appears);
    4. your full name, address, telephone number, and email address; 
    5. a statement by you 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 the law;
    6. a statement by you, made under penalty of perjury, that all the information in your notice is accurate, and that you are the copyright owner (or, if you are not the copyright owner, then your statement must indicate that you are authorized to act on the behalf of the owner of an exclusive right that is allegedly infringed); 
    7. your electronic or physical signature. 

PrimeMinds will only respond to DMCA Notices it receives by mail email at the addresses below: 

By Mail: PrimeMinds, ATTN: DMCA Agent, 8200 S. Quebec Street, Suite A3-418, Centennial, CO 80112
By Email: DMCA@getprimeminds.com.

  • Procedure for Alleging Copyright Infringement DMCA Notice: If you own intellectual property other than copyrights and believe that your intellectual property has been infringed by an improper posting or distribution of it via the Service, then you may send us a written notice to the addresses set forth above that includes all of the following: 
    1. a legend or subject line that says: “Intellectual Property Infringement Notice”; 
    2. a description of the intellectual property that you claim has been infringed;
    3. a description of where the material that you claim is infringing or is the subject of infringing activity is located that is reasonably sufficient to permit us to locate the material (please include the URL of the Service on which the material appears);
    4. your full name, address, telephone number, and email address;
    5. a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the owner of the intellectual property, its agent, or the law;
    6. a statement by you, made under penalty of perjury, that all the information in your notice is accurate, and that you are the owner of the intellectual property at issue (or, if you are not the owner, then your statement must indicate that you are authorized to act on the behalf of the owner of the intellectual property that is allegedly infringed);
    7. your electronic or physical signature. 

We will act on such notices in our sole discretion. Any user of the Service that fails to respond satisfactorily to PrimeMinds with regard to any such notice is subject to suspension or termination. We may send the information that you provide in your notice to the person who provided the allegedly infringing material.

15.3 If a statement or Claim does not include all required elements, it will not be treated as actual notice under the U.S. Digital Millennium Copyright Act (17 U.S.C. §512), or other applicable U.S. intellectual property law.

15.4 Although U.S. law does not provide for a similar procedure for trademark infringement, we recommend that you send us similar information as described above in regard to any allegation of trademark infringement, and we will address it as soon as practicable.

15.5 In the event we receive a claim, which substantially complies with the complaint requirements detailed above, we will remove the alleged infringing material from our Services, and notify you that the material has been removed. After the material has been removed, you agree that we are not responsible for any further action and the claim is deemed a Successful Claim. You may provide us with a counter notice if you believe the claim is in error. If you are the subject of multiple claims, we may, in our sole discretion, terminate your account without further notice.

16. Content:

16.1 For all your use of the Services and everywhere in these Terms and in our Privacy Policy, Content is defined as any video, audio, exercise, copy, or text content that is provided to you through the Services.

16.2 We cannot guarantee that you will not be exposed to Content that is inaccurate, indecent, offensive objectionable, inappropriate for children, or otherwise unsuited to your purpose. You are responsible for taking precautions as necessary to protect yourself, and you agree that PrimeMinds shall not be liable for any damages you allege to incur as a result.

16.3 PrimeMinds may contain Content from third parties that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights of others without our knowledge, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. WE DISCLAIM ANY RESPONSIBILITY FOR ANY HARM OR DAMAGES RESULTING FROM SUCH THIRD-PARTY CONTENT ON PRIMEMINDS OR FROM THE USE OF SUCH CONTENT BY ANY USER, AFFILIATES, OR NON-AFFILIATES OF PRIMEMINDS.

16.4 If any Content on PrimeMinds infringes your rights (including privacy, publicity, or intellectual property rights) or if you witness any unlawful, malicious, harmful, or otherwise objectionable Content, please inform us at legal@getprimeminds.com so that we can take appropriate actions to resolve accordingly.

17. Fair-Use Copyright Disclaimer:

17.1 The content we feature on PrimeMinds is for educational and informational purposes. The content may contain copyrighted material owned by a third party, the use of which has not always been specifically authorized by the copyright owner. Notwithstanding a copyright owner’s rights under the Copyright Act, Section 107 of the Copyright Act allows limited use of copywriter material without required permission from the rights holders, for purposes such as education, criticism, comment, news reporting, teaching, scholarship, and research. These so-called fair uses are permitted even if the use of the work would otherwise be infringing.

17.2 No copyright infringement intended: All clips and audio are used appreciatively, positively, and without malice solely by our creative team. They have, in accordance with fair use, been repurposed with the intent of educating and inspiring others and promoting the owners’ business and personal brand. We must state that in NO way, shape, or form we intend to infringe the rights of the copyright holders.

17.3 The content is strictly to help educate and positively impact:

  • Audios and videos have no negative impact on the original works;
  • Audios and videos add value to the speaker, audio, and visuals;
  • Audios and videos are also for teaching and inspirational purposes;
  • Audios and videos are for their individual self-development;
  • Audios and videos that strive to cultivate positive habits;

 

18. Entire Agreement:

These Terms and our Privacy Policy are the entire and exclusive agreement between PrimeMinds Inc. and you regarding the Services, and these Terms supersede and replace any prior agreements between PrimeMinds Inc. and you regarding the Services.

CONTACT US

Please contact us at hello@getprimeminds.com if you have any questions about these Terms.