User Agreement

USER AGREEMENT

The following User Agreement (“Agreement”) governs the use of and contribution to this Platform and all related platforms, applications, and services (the “Platform”) by all users and influencers (“users” or “you”), as provided by Tidal Labs, Inc. (“Tidal Labs”, “we”, “us”, or “our”) and its clients.

Please read the rules contained in this Agreement carefully. If you cannot agree with these rules, please do not contribute to or use the Platform.

In addition to reviewing this Agreement, please read our Privacy Notice. Your use of the Platform constitutes agreement to its terms and conditions as well.

The Agreement may be modified from time to time; the date of the most recent revisions will appear on this page, so check back often. Continued contribution to the Platform by you will constitute your acceptance of any changes or revisions to the Agreement.

Your failure to follow these rules, whether listed below, in bulletins posted at various points in the Platform, or emails sent directly to you may result in suspension or termination of your contributor access to the Platform, without notice, in addition to our other remedies.

Monitoring

We strive to provide an enjoyable online experience for our users, so we may monitor activity on the Platform, to foster compliance with this Agreement. All users of the Platform hereby specifically agree to such monitoring. Nevertheless, we do not make any warranties or guarantees that: (1) the Platform, or any portion thereof, will be monitored for accuracy or unacceptable use, (2) apparent statements of fact will be authenticated, or (3) we will take any specific action (or any action at all) in the event of a dispute regarding compliance or non-compliance with this Agreement.

Medical Information Disclaimer

The Platform is not a forum for the exchange of medical information or advice.  While you may freely discuss your troubles, you should not look to the Platform for information or advice on medical topics.  The information on this Platform is provided for educational and entertainment purposes only, and is in no way intended to diagnose, cure, or treat any medical or other condition.  Always seek the advice of your physician or other qualified health providers prior to starting any new diet and ask your doctor any questions you may have regarding a medical condition.  In addition to all other limitations and disclaimers in this Agreement, Tidal Labs and its third-party providers disclaim any liability or loss in connection with the content provided on this Platform.

Registration and Account Creation

REGISTRATION INFORMATION:

Tidal Labs may at times require that you register and/or set up an account to use certain portions of the Platform, or the Platform as a whole. In order to do so, you may be provided, or required to choose, your name, email, password, user ID, and/or other registration information (collectively, “Registration Information”). You agree and represent that all Registration Information provided by you is accurate and up-to-date. You may not impersonate, imitate, or pretend to be somebody else when registering and/or setting up an account on the Platform.  If any of your Registration Information changes, you must update it by using the appropriate update mechanism on the Platform, if available.  Otherwise, contact our Data Protection Officer at dpo@tid.al with any requests, questions, or concerns regarding your Registration Information.

USE OF USER ID/PASSWORD:

If you register and/or set up an account on the Platform, you will be solely responsible for maintaining the confidentiality of your Registration Information. You may not authorize others to use your Registration Information. You may not sub-license, transfer, sell, or assign your Registration Information and/or this Agreement to any third party without our written approval.  Any attempt to do so will be null and void and shall be considered a material breach of this Agreement.

You are solely responsible for all usage or activity on your account including, but not limited to, use of the account by any person who uses your Registration Information, with or without authorization, or who has access to any computer on which your account resides or is accessible.

If you have reason to believe that your account is no longer secure (for example, in the event of a loss, theft, or unauthorized disclosure or use of your Registration Information or any credit, debit, or charge card number stored on the Platform), you must promptly change the affected Registration Information by using the appropriate update mechanism on the Platform, if available, or notify our Data Protection Officer at dpo@tid.al.

FEES AND PAYMENTS:

Tidal Labs or third parties may charge you fees for products or services offered for sale through the Platform, and/or for access to portions of the Platform or the Platform as a whole. You agree to pay all fees and charges, including applicable taxes, incurred through your account at the rates in effect for the billing period in which such fees and charges are incurred, including but not limited to charges for any products or services offered for sale through the Platform by Tidal Labs or by any third party vendor or provider (such fees, charges, and taxes shall collectively be referred to as “Fees”).  Tidal Labs reserves the right to change the amount of, or basis for determining, any Fees, and to institute new Fees, effective upon prior notice to you.

If you submit your credit, debit, or charge card information to Tidal Labs upon registration or otherwise, you give Tidal Labs permission to charge all Fees incurred through your account to the credit, debit, or charge card you designate. Any additional Fees (other than renewal fees) will be charged at the time they are incurred. If payment cannot be charged to your credit, debit or charge card or your payment is returned to Tidal Labs for any reason, including chargeback, Tidal Labs reserves the right to either suspend or terminate your account and all its obligations under this Agreement.

Rules of Usage

USE OF THE PLATFORM BY YOU:

The Platform is not intended for users under the age of 16, and Tidal Labs does not knowingly collect personal data from users under the age of 16. Such users are expressly prohibited from submitting their personal data to us, and from using portions of the Platform for which registration is required, such as our forums and chat areas; any information submitted by users under 16 will not knowingly be used, posted, or retained by us.

Unless otherwise specified, the Platform is intended for your personal use only. You may not authorize others to use the Platform, and you are responsible for all use of the Platform by you and by those you allow to use or provide access to, the Platform. You may not impersonate, imitate, or pretend to be somebody else when using the Platform.

You may not provide to or post on or through the Platform any graphics, text, photographs, images, video, audio, or other material (“Content”) that constitutes junk mail, spam, advertising, and/or commercial offers. You may not repeat the same posting multiple times in a day or week.

You agree not to use any obscene, indecent, or offensive language or to provide to or post on or through the Platform any Content that is defamatory, abusive, bullying, harassing, racist, hateful, or violent. You agree to refrain from ethnic slurs, religious intolerance, homophobia, and personal attacks when using the Platform.

You further agree not to use any sexually explicit language or to provide to or post on or through the Platform any Content that is sexually explicit. Do not “cyber” or solicit another to “cyber” (participate in virtual sex) on or through the Platform.

You may not provide to or post on or through the Platform any Content that is encrypted, invades anyone’s privacy, or illustrates, references, or encourages conduct that would constitute a criminal offense, give rise to civil liability, or that otherwise violates any local, state, federal, national, or international law or regulation (e.g., drug use, underage drinking). You agree to use the Platform only for lawful purposes and you acknowledge that your failure to do so may subject you to civil and criminal liability. Do not provide to or post on or through the Platform any Content that includes instructions for weapon and/or explosive manufacture or use.

You are responsible for ensuring that any Content you provide to or post on the Platform, including without limitation in bulletin boards, forums, personal ads, chats, or elsewhere, (a) does not violate the copyright, trademark, trade secret, or any other personal, intellectual, or proprietary rights of any third party, or (b) is provided or posted with the permission of the owner(s) of such rights.

The Platform may contain Content that is clearly identified for your use (“Assets”), such as images, videos, descriptions, PDF files, or other forms of multimedia documents. The Assets are protected by state, national, and international copyright, trademark, and other intellectual property laws. Nevertheless, we (and our licensors) grant to you the limited, non-exclusive, right and license to use the Assets solely as described on the Platform, as limited by this Agreement, and provided further that you keep intact any and all copyright and other proprietary notices.

The Platform also contains other content, including code and software, that is provided by Tidal Labs or its licensors and is not clearly identified as, or intended, for your use, including without limitation the organization, design, compilation, and “look and feel” of the Platform, and advertising thereon (“Platform Content”). The Platform Content is protected by state, national, and international copyright, trademark, and other intellectual property laws, and is the property of Tidal Labs or its licensors. The copying, reproduction, publication, display, rearrangement, redistribution, modification, revision, alteration, cropping, re-sizing, reverse engineering, movement, removal, deletion, or other use or change by you, directly or indirectly, of any such Platform Content, including but not limited to the removal or alteration of advertising, is strictly prohibited.

You may not in any way make commercial or other unauthorized use, by publication, re-transmission, distribution, performance, caching, or otherwise, of material obtained through the Platform, including without limitation the Assets or Platform Content, except as permitted by the Copyright Act or other law or as expressly permitted in writing by this Agreement, Tidal Labs, or the Platform.

You agree not to disrupt, overwhelm, attack, modify, reverse engineer, or interfere with the Platform or its associated software, hardware, and/or servers in any way, and you agree not to impede or interfere with others’ use of the Platform.

Other than connecting to Tidal Labs’s servers by HTTP requests using a Web browser, you may not attempt to gain access to Tidal Labs’s servers by any means – including, without limitation, by using administrator passwords or by masquerading as an administrator while using the Platform or otherwise.

You acknowledge that Tidal Labs has not reviewed and does not endorse the content of all sites linked to from this Platform and is not responsible for the content or actions of any other sites linked to or from this Platform. Your linking to any service or site is at your sole risk.

COMMENTS BY OTHERS ARE NOT ENDORSED BY TIDAL LABS:

Tidal Labs does not necessarily endorse, support, sanction, encourage, verify, or agree with the comments, opinions, or statements posted on forums, blogs, or otherwise contained in the Platform. Any information or material placed online, including advice and opinions, are the views and responsibility of those who post the statements and do not necessarily represent the views of Tidal Labs or its third-party service providers. You agree that Tidal Labs and its third-party service providers are not responsible, and shall have no liability to you, with respect to any information or materials posted by others, including defamatory, offensive, or illicit material, even material that violates this Agreement.

USE OF MATERIAL SUPPLIED BY YOU:

For information regarding the use of information about you that you may supply or communicate to the Platform, please see our Privacy Notice. For information regarding the use of information or content submitted through the Platform for the purpose of participating in a program with one of our Partners, please see the Influencer Services Agreement related to that program.

Except as expressly provided otherwise in the Privacy Notice, in this Agreement, or in a particular Influencer Services Agreement, you agree that by participating in our blog aggregation service, posting messages, uploading text, graphics, photographs, images, video or audio files, inputting data, submitting any content, or engaging in any other form of communication with or through the Platform (collectively, the “User Content”), you grant Tidal Labs and each of its respective licensees, successors, and assigns, a royalty-free, perpetual, non-exclusive, unrestricted, irrevocable, worldwide license to use, reproduce, modify, adapt, translate, enhance, transmit, distribute, publicly perform, display, publish, and otherwise exploit or sublicense any such User Content or communication (including your identity and information about you) in any and all markets and medium (now in existence or hereinafter developed) and for any lawful purpose, including commercial purposes, throughout the world in perpetuity, without additional notification, permission, approval, or compensation, and to authorize others to do so.

You warrant that you have the sole and exclusive right to grant such rights to Tidal Labs and each of its respective licensees, successors, and assigns and that the reproduction, publishing, displaying, and/or other use of your User Content by Tidal Labs and each of its respective licensees, successors, and assigns will not infringe on any rights of third parties, including, without limitation, copyright, trademark, patent, privacy, or publicity, or create claims for defamation, false light, idea misappropriation, intentional or negligent infliction of emotional distress, or breach of contract.

By submitting your User Content, you consent to the recording, airing, use, and reuse by Tidal Labs and each of its respective licensees, successors, and assigns of your and/or your child’s voice, actions, likeness, name, appearance, profile photograph, performance, biographical material, and any other identifying information contained in your User Content, as used, edited, altered, fictionalized, or modified by Tidal Labs and each of its respective licensees, successors, and assigns, in their sole discretion, in any and all media now known or hereafter devised, throughout the world, in perpetuity, including, without limitation, in and in connection with Tidal Labs, or related sites or services, in and in connection with any television programs and other productions, and in and in connection with advertising, promotion, and publicity for Tidal Labs.

You acknowledge and agree that Tidal Labs and each of its respective licensees, successors, and assigns, will be entitled to retain any and all revenue generated from any sales, licenses, assignments, and other transfers of the rights granted by you hereunder, as well as any and all revenue generated by the display of any advertising, publicity, promotional materials, or distribution rights in connection with your User Content.  Nothing in this Agreement obligates or may be deemed to obligate Tidal Labs or any other person or entity to exercise any of the rights granted by you under this Agreement. Tidal Labs and each of its respective successors, licensees, and assigns will have the unlimited right to assign the rights granted by you under this Agreement at any time, in whole or in part, to any party.  You agree that Tidal Labs and each of its respective licensees, successors, and/or assigns shall have no obligation to give you credit for your User Content, but in their sole discretion may elect to do so.

You understand that there will be no payment for your submission of your User Content.  You understand that no industry custom or practice applies to your agreement that you will not be paid for your User Content.  You understand that if your User Content is selected for use, such use will not be considered an employment opportunity. If you do not want your User Content to be used and broadcast by Tidal Labs and each of its respective licensees, successors, and assigns, then please do not participate.

In addition, please be aware that information you disclose in publicly accessible portions of the Platform will be available to all users of the Platform, so you should be mindful of personal data and other content you may wish to post.

COPYRIGHT COMPLAINTS:

Tidal Labs respects the intellectual property of others, and we ask our users to do the same. Tidal Labs may, in appropriate circumstances and at its discretion, suspend or terminate the access of and take other action against users who infringe the copyright rights of others.

If you believe that your work has been copied and is accessible on the Platform in a way that constitutes copyright infringement, or that the Platform contains links or other references to another online location that contains material or activity that infringes your copyright rights, you may notify Tidal Labs by providing the following information (as required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. sec. 512) to our copyright agent set forth below:

  • A physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
  • Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
  • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Tidal Labs to locate the material (ie: The URL of the alleged content);
  • Information reasonably sufficient to permit Tidal Labs to contact the complaining party, such as an address, telephone number, and if available, an electronic mail address at which the complaining party may be contacted;
  • A statement that the complaining party has 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; and
  • A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed

Copyright Agent:

Matthew Myers

E-mail: copyright@tid.al

Note: Only copyright complaints should be sent to the agent. No other communications will be accepted or responded to.

For communications on other matters, please contact Tidal Labs as described on the Platform, or email tid.al webmaster.

MERCHANDISE SOLD ON OR THROUGH THE PLATFORM:

Neither Tidal Labs nor its third-party service providers make any warranties with respect to any of the merchandise, products, and/or services featured, mentioned, or sold on or through the Platform. Transactions for any such item shall be between the user and the third party seller, distributor, or manufacturer without any involvement of Tidal Labs or its third-party service providers. You agree that Tidal Labs and its third-party service providers are not responsible, and shall have no liability to you, with respect to merchandise, products, and/or services featured, mentioned, sold, or distributed on or through the Platform, including illegal, offensive or illicit items, even items that violate this Agreement.

INDEMNIFICATION:

You agree to indemnify Tidal Labs and each of its respective affiliates, employees, agents, representatives, and third-party service providers, and to defend and hold each of them harmless, from any and all claims and liabilities (including attorney’s fees) which may arise from your User Content, from your unauthorized use of material obtained through the Platform, from your breach of this Agreement, or from any such acts through your use of the Platform.

EDITING AND DELETIONS:

Tidal Labs reserves the right, but undertakes no duty, to review, edit, move, or delete any material contributed to the network, provided for display or placed on the Platform or its bulletin boards, in its sole discretion, without notice.

ADDITIONAL RULES:

Tidal Labs reserves the right to post, from time to time, additional rules of usage that apply to specific parts of the Platform. Such additional rules will be posted in the relevant parts of the Platform. Your continued use of the Platform constitutes your agreement to comply with these additional rules.

DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY:

You acknowledge that you are using the Platform at your own risk. The Platform is provided “as is”, and Tidal Labs, its affiliates, and its third-party service providers hereby expressly disclaim any and all warranties, express and implied, including but not limited to any warranties of accuracy, reliability, title, merchantability, non-infringement, fitness for a particular purpose, or any other warranty, condition, guarantee, or representation, whether oral, in writing or in electronic form, including but not limited to the accuracy or completeness of any information contained therein or provided by the Platform. Tidal Labs, its affiliates, and its third-party service providers do not represent or warrant that access to the Platform will be uninterrupted or that there will be no failures, errors, or omissions or loss of transmitted information, or that no viruses will be transmitted on the Platform.

Tidal Labs, its affiliates, and its third-party service providers shall not be liable to you or any third parties for any damages – direct, indirect, special, consequential, punitive, or otherwise – allegedly sustained arising out of this Agreement, the providing of the Platform hereunder, the sale or purchase of any goods or merchandise, your access to or inability to access the Platform, including for viruses alleged to have been obtained from the Platform, your use of or reliance on the Platform or any of the merchandise, information or materials available on the Platform, regardless of the type of claim or the nature of the cause of action, even if advised of the possibility of such damages. Some states do not allow the exclusion of implied warranties or the limitation or exclusion of liability for incidental or consequential damages, so the above exclusions or limitations may not apply to you. You may also have other rights that vary from state to state.

Tidal Labs makes no representation or warranty that materials on the Platform are appropriate, available, or legal in any particular location. Users who choose to access the Platform do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

You hereby agree to release Tidal Labs and each of its respective parents, subsidiaries, and affiliated entities and persons and third-party service providers, and each of their respective directors, officers, employees, and agents from claims, demands, and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed (“claims”), arising out of or in any way connected with your use of this site. If you are a California resident, you waive California civil code section 1542, which states, in part: “a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor”.

TERMINATION OR SUSPENSION OF ACCESS TO THE PLATFORM:

Tidal Labs has the right to terminate and/or suspend your ability to access the Platform or any portion thereof, for any or no reason, without notice.

JURISDICTION:

You agree that this Agreement, for all purposes, shall be governed and construed in accordance with the laws of the State of New York applicable to contracts to be wholly performed therein, and any action based on, relating to, or alleging a breach of this Agreement must be brought in a state or federal court in New York.  In addition, both parties agree to submit exclusively to the personal jurisdiction and venue of such courts.


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