LAST UPDATED: June 22, 2023
1. Introduction; Consent to Electronic Communications
These terms of service, as amended from time to time, are a legal agreement between Sunbound, Corporation, its affiliates and any of their respective successors or assigns (collectively, “Sunbound,” “our,” “we” or “us”) and you regarding your use of Sunbound’s website(s), applications and any products and services offered by Sunbound (collectively, the “Services”). The Services are offered to you by Sunbound and its development and technology partners, suppliers, service providers, licensors and licensees (collectively, “Third Party Providers”) who may assist in the development, hosting, operation, distribution, marketing, publication or exploitation of the Services. Your access to and the use of the Services is subject to your acceptance of the terms, conditions, policies and notices contained herein (the “Agreement” or “Terms of Service”).
These Terms of Service apply whether you are a user that registers an account with the Services or an unregistered user. You agree that by clicking “Sign Up” or otherwise registering, downloading, accessing, or using the Services, you are entering into a legally binding agreement between you and Sunbound regarding your use of the Services. You acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you do not agree to these Terms of Service, do not access or otherwise use any of the Services.
IMPORTANT NOTICE: UNLESS YOU CHOOSE TO OPT-OUT AS PROVIDED FOR IN SECTION 21, THE TERMS INCLUDE AN AGREEMENT TO BINDING ARBITRATION OF CERTAIN DISPUTES AND A WAIVER OF CERTAIN RIGHTS TO JURY TRIALS AND/OR CLASS ACTIONS. READ SECTION 21 CAREFULLY.
By clicking to “Sign Up” or otherwise registering for the Services, you are deemed to have executed this Agreement electronically. You consent to electronically receive and access via email or your User Account (defined below) all records, disclosures and notices related to your User Account or the Services that we would otherwise be required to provide to you in paper form. Your consent to receive records, disclosures and notices electronically will remain in effect until you withdraw it. You may withdraw your consent to receive further records, disclosures and notices electronically at any time by sending an email to email@example.com with “Revoke Electronic Consent” in the subject line. Any withdrawal of your consent to receive records, disclosures and notices electronically will be effective only after we have a reasonable period of time to process your request for withdrawal. If you fail to provide or if you withdraw your consent to receive communications electronically, we reserve the right to restrict, deactivate or close your User Account.
To ensure that we are able to provide communications to you electronically, you agree to notify us immediately of any change in your email address by updating your User Account or by contacting us via email.
To view and retain a copy of this Agreement and other communications from us, you will need a device (such as a computer or mobile phone) with a web browser and internet access and either a printer or local or cloud-based storage space. By accepting and agreeing to this Agreement electronically, you represent that (i) you have read and understand the above consent to receive records and notices electronically; (ii) you satisfy the minimum hardware and software requirements specified in this Section 1; and (iii) your consent will remain in effect until you withdraw your consent as specified above.
When opening an account with us on behalf of a relative, ward and/or anyone under your care, including, without limitation, under a conservatorship (collectively, “Represented Person”), you represent and warrant that you: (i) are an authorized representative of that Represented Person with the authority to bind that Represented Person to these Terms of Service and grant the licenses set forth herein; and (ii) agree to these Terms of Service on behalf of yourself and such Represented Person.
We may amend any of the terms of these Terms of Service by posting the amended terms. Your continued use of the Services after the effective date of the revised Terms of Service constitutes your acceptance of the terms.
3. Use of Sunbound - Minors and Blocked Persons
The Services are not available to persons under the age of 18 (19 years old for Alabama residents) and are currently only available to residents of the United States. The Services are also not available to any users previously removed from the Services by Sunbound or to any persons barred from receiving them under the laws of the United States or applicable laws in any other jurisdiction. You may be asked to verify that you are over the applicable age limit during your use of the Services, and you hereby agree that you shall not misrepresent your age.
4. User Account Setup
Certain content and Services that we may offer or that you may wish to access may require that you first register with us and create an account (“User Account”). To establish a User Account, you may be required to provide Sunbound with certain personal information. You agree that you will supply accurate information, and that you will update that information promptly if it changes. Sunbound reserves all rights to pursue legal action against all persons who misrepresent personal information or who are otherwise untruthful about their identity, and to suspend or cancel User Accounts registered with inaccurate or incomplete information. Multiple accounts may not be created sharing the same name, email, or payment processing account(s).
You are solely responsible for maintaining the confidentiality of your User Account, your password and for restricting access to your computer. If you permit others to use your User Account credentials, you agree to these Terms of Service on behalf of all other persons who use the Services under your User Account or password, and you are responsible for all activities that occur under your User Account or password.
Unless expressly permitted in writing by Sunbound, you may not sell, rent, lease, share, or provide access to your account to anyone else, including without limitation, charging anyone for access to administrative rights on your account. Sunbound reserves all available legal rights and remedies to prevent unauthorized use of the Services, including, but not limited to, technological barriers, IP mapping, and, in serious cases, directly contacting your Internet Service Provider (ISP) regarding such unauthorized use. YOU AGREE THAT YOU HAVE NO OWNERSHIP OR OTHER PROPERTY INTEREST IN YOUR USER ACCOUNT, AND THAT ALL RIGHTS IN AND TO THE USER ACCOUNTS ARE AND SHALL FOREVER BE OWNED BY AND INURE TO THE BENEFIT OF SUNBOUND.
5. Information Collection.
If you use Sunbound Services that involve financing such as the rent advance feature ("Pay Over Time"), you expressly authorize Sunbound to obtain consumer reports from consumer reporting agencies about you when you apply for a User Account, and periodically throughout the term of your use of the Service. You expressly authorize us to use the information that we obtain from such reports to, among other things, market our current and future products and services to you, provide you with other services you may request, make decisions related to the servicing and collection of your account, measure how the Services you obtained from us impacts your credit, perform other statistical analysis, and share information with you about your credit profile.
You understand that Sunbound may report information about your use of the Services to credit reporting agencies.
You expressly authorize Sunbound to obtain your information from your landlord, property management company or home health care provider (“Payee”). This information can include, but is not limited to, rent or home care bill payment history, failed payments, outstanding rent balance, credit score, and personal information. This information may be used to verify your identity as well as whether you are approved for the Services.
6. Payments Using Sunbound
Sunbound makes rent or care payments on your behalf to your designated Payee. You grant Sunbound a license to access, and direct Sunbound to retrieve your home care bill, your home care bill payment history, your rent transaction history, rent balance information and/or other information maintained by third-parties with which you have relationships, maintain accounts or engage in financial transactions such as Payees or their rent portals (“Third-Party Account Information”) for purposes of performing the Services. By using the Services, you authorize Sunbound to access this information maintained by identified third parties on your behalf as your agent, and you expressly authorize such third parties to disclose your information to Sunbound.
By linking your bank or other account (e.g. landlord portal) to a feature or Service, you grant us and our Third Party Providers a license to access and authorize us to access your financial accounts on your behalf, and to gather information about you solely for the limited purpose of providing you the features or related Services. You give us and our Third Party Providers a limited power of attorney, and appoint us and our Third Party Providers as your true and lawful attorney-in-fact and agent to act on your behalf and access, transmit, and use your information as necessary to provide the features and other Services, including, but not limited to logging in to your rent or bill payment portal on your behalf, to add and remove a payment method, and to authorize your landlord or property management company to initiate a single or recurring debit of your rent or home care bill obligation. You agree to the transfer, storage, and processing of your information by these third parties in accordance with their respective privacy policies. We have no liability to you for any damages you may suffer as a result of any such third party’s actions or inactions or from inaccurate account information. Sunbound shall not be responsible for the actions of such third parties.
If you are a tenant under a lease agreement, You acknowledge and agree that you remain the tenant under the lease agreement between you and the Payee (“Lease”). Payments made by you will be submitted to Sunbound, as the Payee’s limited collection agent, solely for the limited purpose of accepting and processing such payments for the Payee. The delivery of payments by you to Sunbound shall satisfy your payment obligation for the amount of such payment to the Payee. Notwithstanding the foregoing, Sunbound’s ability to provide the Services as described herein is dependent upon your timely provision of funds and related information required by Sunbound to us and you remain fully liable for payment of all amounts due under the Lease in the event you fail to timely provide the funds and related information to Sunbound.
If you are a receiving home care under a master service or service agreement, You acknowledge and agree that you remain the customer under the service agreement between you and the Payee (“Home Care Service Agreement”). Payments made by you will be submitted to Sunbound, as the Payee’s limited collection agent, solely for the limited purpose of accepting and processing such payments for the Payee. The delivery of payments by you to Sunbound shall satisfy your payment obligation for the amount of such payment to the Payee. Notwithstanding the foregoing, Sunbound’s ability to provide the Services as described herein is dependent upon your timely provision of funds and related information required by Sunbound to us and you remain fully liable for payment of all amounts due under the Home Care Service Agreement in the event you fail to timely provide the funds and related information to Sunbound.
If your select payment method (debit card or bank account) is covered under the rules for electronic fund transfers the following terms also apply:
If any payment attempt fails, the payment may be re-initiated by Sunbound as permitted by law and payment network rules. Please note that your financial or banking institution may charge you a fee for a returned or unsuccessful payment. We will not be held responsible for any fees assessed by your financial or banking institution for returned or unsuccessful payment agreement payments.
Your payment authorization will remain in full force and effect until you notify us that you wish to revoke your authorization, a minimum of three (3) business days before the scheduled date of transfer, in writing to firstname.lastname@example.org. If we do not receive notice at least three (3) business days before the next scheduled debit, we may attempt, in our sole discretion, to cancel the next transaction. However, we assume no responsibility for our failure to do so. Please note that revoking this authorization will not cancel any payment that is initiated before your revocation becomes effective.
You may revoke this authorization at any time by contacting us at email@example.com. Any notice of revocation must be received at least three (3) business days prior to the next scheduled payment due date to avoid the next scheduled payment from being automatically debited from your account. If you revoke this authorization, you understand that you will be responsible for making your payments by another payment method.
Revoking payment authorization does not cancel your account and/or close your User Account; however, you may cancel your account in accordance with Section 9 of these Terms of Service.
Sunbound charges variable fees depending on 1) the senior living operator, 2) the type of service You are using and 3) Your payment method. Any fees paid will be appropriately disclosed so You are aware of them prior to transacting with Sunbound.
You agree to allow Sunbound to send you payment reminders from time-to-time. Such payment reminders may take the form of any available communication.
You expressly consent to receive SMS messages (including text messages) and telephone calls, (including prerecorded and artificial voice and autodialed) from us and our Third Party Providers we utilize to contact you. You certify, warrant and represent that the telephone number you have provided to us is your contact number and not someone else’s. You represent that you are permitted to receive calls and text messages at the telephone number you have provided to us. You agree to promptly alert us whenever you stop using a telephone number. Sunbound and our Third Party Providers may use such means of communication described in this section even if you will incur costs to receive such phone messages, text messages, e-mails or other means.
Standard mobile, message, or data rates may apply and you are responsible for any such fees. We may modify or terminate our SMS messaging services from time to time, for any reason, and without notice, including the right to terminate SMS messaging with or without notice, without liability to you. Sunbound reserves the right to close or limit access to your account and immediately collect all due amounts if you withdraw your consent to receive electronic or other communications or if you revoke access to any third party site on which the Service relies, or if any such service should revoke or cancel your account on that site.
You agree that these communications are not unsolicited for purposes of any state or federal law, and you understand that this may result in additional mobile, text message, or data charges.
You also understand and agree that Sunbound may, without further notice or warning and in our discretion, monitor or record telephone conversations you or anyone acting on your behalf has with Sunbound or its Third Party Providers for quality control and training purposes or for its own protection. You acknowledge and understand that, while your communications with Sunbound may be overheard, monitored, or recorded without further notice or warning, not all telephone lines or calls may be recorded by Sunbound, and Sunbound does not guarantee that recordings of any particular telephone calls will be retained or retrievable. Notwithstanding this provision, Sunbound’s delivery of any disclosures governed by a e-sign consent shall be governed by your consent or withdrawal of consent to receiving such disclosures in electronic form.
9. User Account Termination
You may terminate your account by contacting us at firstname.lastname@example.org no later than the five (5) days prior to the end of the month in which you wish to cancel. We will close your User Account once your balance remaining is $0 and we confirm that no additional charges are due. If you owe any payment, Sunbound will not close your User Account until that payment has been made, but we may limit your ability to make additional transactions using your User Account. Upon User Account closure, we will cancel any pending transactions unless otherwise legally prohibited. You may not close your User Account to evade an investigation. You will remain liable for all obligations related to your account even after the User Account is closed.
Further, Sunbound may choose not to provide the Services to you and/or terminate your User Account at any time for any reason, including but not limited to, your creditworthiness, your history of transactions on our site, the landlord’s account history, your use of the Services in violation these Terms of Service or applicable law, your fraudulent use or misuse of the Services, or for any other reason.
To the fullest extent permitted by applicable law, your only remedy with respect to any dissatisfaction with the Services, any term of these Terms of Service, any policy or practice of Sunbound in operating the Services, or any content or information transmitted through the Services, is to terminate your account and to discontinue use of any and all parts of the Services.
10. Certain Service Features
We may from time to time offer you the ability to access certain additional service features, including, without limitation, bill payment reminders, dashboards and other similar services. Unless we indicate otherwise, these features will be provided free of charge and are provided exclusively for personal use.
You agree that we may modify these features or cease making them available to you at any time without notice. We have no obligation to continue to make any particular feature available to you or to do so without charge. If we modify any feature or cease to make a feature(s) available to you, you understand that you may lose access to any information that you may have supplied in connection with your use of the feature and have no rights to obtain such information from us. There may be times when a feature we offer is unavailable or not properly functioning, and you agree that we have no liability to you if this occurs or in connection with the features generally. You may need certain hardware or software to utilize the features, and you understand that your failure or inability to have such hardware or software will result in your not being able to use the features or some functionality. You agree that we may use information we gather through the features to market other products and/or services to you, including those of third parties.
Financial information provided to you through the features is provided for informational purposes only and not a substitute for individualized professional advice. We are not a credit repair or credit services organization as defined under federal or state law, including any credit repair or credit services organization acts. The features are not intended to provide financial, legal or tax advice, and we are not a financial planner, broker or tax adviser. The features are intended only to provide general assistance in organizing your rental or home care bill payments. Before making any financial decisions or implementing any strategy, you should consider obtaining additional information and advice from your accountant or other financial advisers who are fully aware of your individual circumstances.
11. Third Party Sites
If you grant express permission to a third party to take specific actions on your behalf, or access particular information about your User Account, either through your use of the third party’s product or service or through your User Account, you acknowledge that Sunbound may disclose the information about your account that is authorized by you to this third party. You also acknowledge that granting permission to a third party to take specific actions on your behalf does not relieve you of any of your responsibilities under this Agreement. Further, you acknowledge and agree that you will not hold Sunbound responsible for, and, in addition to the indemnification obligations below, will indemnify Sunbound from, any liability arising from the actions or inactions of this third party in connection with the permissions you grant.
You are responsible for deciding if you want to access or use third party applications or other websites that link to and/or from the Services. Sunbound does not control any such applications or websites, including, without limitation, the information, materials, products, or services contained on or accessible therethrough, and makes no representations or warranties of any kind regarding the applications or websites and the information therein. Access and use of any such third party sites or applications, including those of our Third Party Providers is solely at your own risk.
The Services are owned and operated by Sunbound. Unless otherwise indicated, all content, information, and other materials and features on the Services (excluding User Content, set out in Section 13 below), including, without limitation, Sunbound’s trademarks and logos, the visual interfaces, graphics, design, compilation, information, software, computer code (including source code or object code), services, text, pictures, information, data, sound files, other files, and the selection and arrangement thereof (collectively, the “Materials”) are protected by relevant intellectual property and proprietary rights and laws. All Materials are the property of Sunbound or its subsidiaries or affiliated companies and/or third-party licensors. Unless otherwise expressly stated in writing by Sunbound, by agreeing to these Terms of Service you are granted a limited, non-sublicensable license (i.e., a personal and limited right) to access and use the Services for your personal use or internal business use only. Sunbound reserves all rights not expressly granted in these Terms of Service.
13. User Content
The Services may allow you to use services such as customer reviews and forum postings; and to participate in other activities in which you may create, post, transmit other data or materials on the Services (“User Content”).
To the extent permitted by applicable law, Sunbound takes no responsibility and assumes no liability for any User Content or for any loss or damage resulting therefrom, nor is Sunbound liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography, or profanity you may encounter when using the Services. Your use of the Services is at your own risk. In addition, these rules do not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules.
Sunbound is not liable for any statements or representations included in User Content. Sunbound does not endorse any User Content, opinion, recommendation, or advice expressed therein, and Sunbound expressly disclaims any and all liability in connection with User Content. To the fullest extent permitted by applicable law, we reserve the right, but are not obligated, to remove, screen, or edit any User Content posted or stored on the Services at any time and without notice, including where such User Content violates these Terms of Service or applicable law, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Services at your sole cost and expense. Any use of the Services in violation of the foregoing violates these Terms of Service and may result in, among other things, termination or suspension of your rights to use the Services.
Unless otherwise agreed to in a written agreement between you and Sunbound that was signed by an authorized representative of Sunbound, if you submit, transmit, display, perform, post, or store User Content using the Services, you grant Sunbound and its sub-licensees, to the furthest extent and for the maximum duration permitted by applicable law (including in perpetuity if permitted under applicable law), an unrestricted, worldwide, irrevocable, fully sub-licenseable, nonexclusive, and royalty-free right to: (a) use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such User Content (including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any form, format, media, or media channels now known or later developed or discovered; and (b) use the name, identity, likeness, and voice (or other biographical information) that you submit in connection with such User Content. Should such User Content contain the name, identity, likeness, and voice (or other biographical information) of third parties, you represent and warrant that you have obtained the appropriate consents and/or licenses for your use of such features and that Sunbound and its sub-licensees are allowed to use them to the extent indicated in these Terms of Service.
You are solely responsible for your User Content and the consequences of posting or publishing it. You represent and warrant that: (a) you are the creator or own or control all right in and to the User Content or otherwise have sufficient rights and authority to grant the rights granted herein; (b) your User Content does not and will not: (1) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right, or (2) defame any other person; (c) your User Content does not contain any viruses, adware, spyware, worms, or other harmful or malicious code; and (d) unless you have received prior written authorization, your User Content specifically does not contain any pre-release or confidential information of any third parties. Sunbound reserves all rights and remedies against any users who breach these representations and warranties.
To the furthest extent permitted by applicable law, you hereby agree that Sunbound shall not be liable for any unauthorized copying, use, or distribution of User Content by third parties and release and forever waive any claims you may have against Sunbound for any such unauthorized copying or usage of the User Content, under any theory. THE SECURITY MEASURES TO PROTECT USER CONTENT USED BY SUNBOUND HEREIN ARE PROVIDED AND USED “AS-IS” AND WITH NO WARRANTIES, GUARANTEES, CONDITIONS, ASSURANCES, OR OTHER TERMS THAT SUCH SECURITY MEASURES WILL WITHSTAND ATTEMPTS TO EVADE SECURITY MECHANISMS OR THAT THERE WILL BE NO CRACKS, DISABLEMENTS, OR OTHER CIRCUMVENTION OF SUCH SECURITY MEASURES.
14. Prohibited Conduct
YOU AGREE NOT TO violate any law, contract, intellectual property, or other third-party right; not to commit a tort, and that you are solely responsible for your conduct while on the Services.
You agree that you will comply with these Terms of Service and will not:
i. create, upload, transmit, distribute, or store any content that is inaccurate, unlawful, infringing, defamatory, obscene, pornographic, invasive of privacy or publicity rights, harassing, threatening, abusive, inflammatory, or otherwise objectionable;
ii. impersonate any person or entity; falsely claim an affiliation with any person or entity; access the User Accounts of others without permission; forge another person’s digital signature; misrepresent the source, identity, or content of information transmitted via the Services; or perform any other similar fraudulent activity;
iii. send junk mail or spam to users of the Services, including without limitation unsolicited advertising, promotional materials, or other solicitation material; bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, petitions for signatures, or any of the preceding things related to promotional giveaways (such as raffles and contests); and other similar activities;
iv. harvest or collect email addresses or other contact information of other users from the Services;
v. defame, harass, abuse, threaten, or defraud users of the Services, or collect or attempt to collect, personal information about users or third parties without their consent;
vi. delete, remove, circumvent, disable, damage, or otherwise interfere with (a) security-related features of the Services or User Content, (b) features that prevent or restrict use or copying of any content accessible through the Services, (c) features that enforce limitations on the use of the Services or User Content, or (d) the copyright or other proprietary rights notices on the Services or User Content;
vii. reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Services or any part thereof, except and only to the extent that this activity is expressly permitted by the law of your jurisdiction of residence;
viii. modify, adapt, translate, or create derivative works based upon the Services or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
ix. interfere with or damage the operation of the Services or any user’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code;
x. relay email from a third party’s mail servers without the permission of that third party;
xi. access any website, server, software application, or other computer resource owned, used, and/or licensed by Sunbound, including but not limited to the Services, by means of any robot, spider, scraper, crawler, or other automated means for any purpose, or bypass any measures we may use to prevent or restrict access to any website, server, software application, or other computer resource owned, used, and/or licensed by Sunbound, including but not limited to the Services;
xii. manipulate identifiers in order to disguise the origin of any User Content transmitted through the Services;
xiii. interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies, or regulations of networks connected to the Services; use the Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Services, or that could damage, disable, overburden, or impair the functioning of the Services in any manner;
xiv. use or attempt to use another user’s User Account without authorization from that user;
xv. attempt to circumvent any content filtering techniques we employ, or attempt to access any service or area of the Services that you are not authorized to access; and
xvi. use the Services for any illegal purpose, or in violation of any local, state, national, or international law or regulation, including without limitation laws governing intellectual property and other proprietary rights, data protection, and privacy or to build a competing service.
15. Digital Millennium Copyright Act
We respect the intellectual property rights of others and request that users of the Services respect the intellectual property rights of others as well. Pursuant to 17 U.S.C. 512(i) of the United States Copyright Act, we will remove any content that allegedly infringes another party’s copyright and reserve the right to suspend, terminate, or cancel a User Account or a user’s access to and use of the Services if a user is found to be a repeat infringer. If you believe your work has been copied and is accessible through the Services in a way that constitutes copyright infringement, you may notify our designated copyright agent (specified below) in writing with the following and in the form required by 17 U.S.C. 512 of the United States Copyright Act:
i. provide your physical or electronic signature;
ii. identify the copyrighted work that you believe is being infringed;
iii. identify the item in the Services that you think is infringing your work and include sufficient information about where the material is located on the website;
iv. provide us a way to contact you, such as your address, phone number or email address;v. provide a statement that you believe in good faith that the item you have identified as infringing is not authorized by the copyright owner, or its agent, or the law; and
vi. provide a statement by you, made under penalty of perjury, that the information you provide in your notice is accurate, and that you are authorized to act on behalf of the copyright owner whose work is being infringed.
Interim Designation of Agent to Receive Notifications of Claimed Infringement, pursuant to 17 U.S.C. 512(c) of the United States Copyright Act:
Attn: DMCA Agent
The Sunbound logos, and any other product or service name, logo, or slogan used by Sunbound, and the look and feel of the Services, including all page headers, custom graphics, button icons, and scripts, are trademarks or trade dress of Sunbound, and may not be used in whole or in part in connection with any product or service that is not Sunbound’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Sunbound, without our prior written permission.
All other trademarks referenced in the Services are the property of their respective owners. Reference on the Services to any products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof by us or any other affiliation.
17. Idea Submission
If you send us creative suggestions, ideas, notes, drawings, concepts, or other information (collectively the “Submissions”) such Submissions shall be deemed and shall remain the property of Sunbound in perpetuity. By making any Submission, the sender automatically grants, or warrants that the owner of such material expressly grants, Sunbound the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, and distribute such material (in whole or in part) throughout the universe and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for any purpose that Sunbound chooses, whether internal, public, commercial, or otherwise, without any compensation, credit or notice to the sender whatsoever. The sender waives all so-called “moral rights” in all Submissions. The sender further waives the right to make any claims against Sunbound relating to unsolicited Submissions, including, but not limited to, unfair competition, breach of implied contract and/or breach of confidentiality.
To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Sunbound, its affiliated companies, and each of our respective Third Party Providers, contractors, employees, officers, directors, agents, third-party suppliers, licensors, and partners (individually and collectively, the “Indemnified Parties”) from any claims, losses, damages, demands, expenses, costs, and liabilities, including legal fees and expenses, arising out of or related to your access, use, or misuse of the Services, including any features, any User Content you post, store, or otherwise transmit in or through the Services, your violation of the rights of any third party, any violation by you of these Terms of Service, or any breach of the representations, warranties, and covenants made by you herein. You agree to promptly notify the Indemnified Parties of any third-party claim, and Sunbound reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Sunbound, and you agree to cooperate with Sunbound’s defense of these claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
19. Disclaimers; No Warranties
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) THE SERVICES, FEATURES AND THE CONTENT AND MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN WRITING BY SUNBOUND; (B) THE INDEMNIFIED PARTIES DISCLAIM ALL OTHER WARRANTIES, STATUTORY, EXPRESS, OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE SERVICES, FEATURES, INCLUDING ANY INFORMATION, CONTENT, OR MATERIALS CONTAINED THEREIN; (C) SUNBOUND DOES NOT REPRESENT OR WARRANT THAT THE CONTENT OR MATERIALS ON THE SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE; (D) SUNBOUND IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO TEXT OR PHOTOGRAPHY; AND (E) SUNBOUND CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SERVICES, FEATURES OR OUR SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, AND THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SUNBOUND OR THROUGH THE SERVICES, INCLUDING THE FEATURES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
20. Limitation of Liability and Damages
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (I) IN NO EVENT SHALL SUNBOUND OR THE INDEMNIFIED PARTIES BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SERVICES, INCLUDINT THE FEATURES, THE CONTENT, USER CONTENT OR THE MATERIALS, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM SUNBOUND, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO OUR RECORDS, PROGRAMS, OR SERVICES; AND (II) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF SUNBOUND, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE, OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY, OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICES, INCLUDING, WITHOUT LIMITATION, THE SERVICES EXCEED ONE HUNDRED DOLLARS ($100). TO THE EXTENT THAT APPLICABLE LAW PROHIBITS LIMITATION OF SUCH LIABILITY, SUNBOUND SHALL LIMIT ITS LIABILITY TO THE FULL EXTENT ALLOWED BY APPLICABLE LAW.
YOU ACKNOWLEDGE AND AGREE THAT SUNBOUND HAS OFFERED THE SERVICES, FEATURES, MATERIALS, AND OTHER CONTENT AND INFORMATION AND ENTERED INTO THESE TERMS OF SERVICE IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND SUNBOUND, AND THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND SUNBOUND. SUNBOUND WOULD NOT BE ABLE TO PROVIDE THE SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.
21. Applicable Law, Venue and Dispute Resolution
PLEASE READ THE FOLLOWING CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH SUNBOUND AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM SUNBOUND.
THE PARTIES HEREBY WAIVE THEIR RIGHT TO JURY TRIAL WITH RESPECT TO ALL CLAIMS AND ISSUES ARISING UNDER, IN CONNECTION WITH, TOUCHING UPON OR RELATING TO THIS AGREEMENT, THE BREACH THEREOF AND/OR THE SCOPE OF THE PROVISIONS OF THIS SECTION, WHETHER SOUNDING IN CONTRACT OR TORT, AND INCLUDING ANY CLAIM FOR FRAUDULENT INDUCEMENT THEREOF. YOU UNDERSTAND THAT, ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL.
Except as expressly provided otherwise, this Agreement shall be governed by, and will be construed and enforced under, the laws, rules and regulations of the United States of America and the laws, rules and regulations of the State of Arizona, excluding conflict of law rules and principles.
YOU AND SUNBOUND AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
If we fail to exercise or enforce any right or provision of these Terms of Service, it will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms of Service will be effective only if in writing and signed by the relevant party.
If any provision of these Terms of Service is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms of Service to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.
In accordance with provisions in this Agreement requiring Sunbound to give notice to you, we will do so by means of a general notice on our website or electronic mail to your email address on record in your User Account (if you have created a User Account), the choice of which being at our discretion. Any provisions in this Agreement requiring you to give notice to Sunbound can be done so by means of email to: email@example.com or with the subject line:
Attn: Customer Notice Processing
These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Sunbound without restriction. Any assignment attempted to be made in violation of this Terms of Service shall be void.
Upon termination of these Terms of Service, any provision which, by its nature or express terms should survive, will survive such termination or expiration.
These Terms of Service do not and are not intended to confer any rights or remedies upon any person other than the parties.
The Terms of Service is the entire agreement between you and Sunbound relating to the subject matter herein and will not be modified except by a writing signed by authorized representatives of both parties or by a change to these Terms of Service made by Sunbound as set forth herein.