These Terms of Service (the “Terms”) is an agreement between you (“you”, “your” or “yourself”) and Ketogains Brands, LLC, a Delaware limited liability company (“Ketogains,” “we,” “our,” or “us”). You must read, agree with, and accept all of the terms and conditions contained in these Terms in order to use our website located at www.ketogains.com (the “Site”) and related services, software, and application available on or through Ketogains’ website and mobile applications (collectively the “Platform”). We may amend these Terms at any time without written notice to you. An amendment to these Terms shall be deemed valid and effective when the amendment appears on the Site. Your continued use of the Platform and/or a Service after the effective date of a revised version of these Terms constitutes your acceptance.
Please read these Terms carefully and in the event of any ambiguity and/or concerns, contact us at [email protected] before registration and/or use of the Platform or any related Services. You understand that by checking the box and clicking the “submit” button, or by using the Platform, you are agreeing to be bound by these Terms. If you do not accept these Terms in its entirety, do not access or use the Platform. If you are agreeing to these Terms on behalf of an entity, you represent and warrant that you have the authority to bind that entity to these Terms and “you” and “your” will refer and apply to that entity, and you individually and jointly.
- Term and Termination
- Your Use of the Ketogains Platform
- Ketogains Services
- Payment and Cancellation Policy
- Ketogains Rules and Policies
- Role of Ketogains
- Warranty Disclaimer, Limitation of Liability and Indemnification
- Miscellaneous Provisions
Article 1: Term and Termination
Section 1.1 Term. These Terms shall remain in full force and effect while you use Ketogains’ Platform and/or Services or are a client of Ketogains. Ketogains may terminate your account at any time, without warning, if you breach these Terms of Service. Even after your account is terminated, these Terms and your payment obligations will remain in effect. Any and all subscription-based services will continue into perpetuity unless canceled in accordance with these terms and conditions.
Section 1.2 Termination. Ketogains may terminate your access to your account, the Site and/or Platform at any time, without cause or notice, which may result in the forfeiture and destruction of all information associated with your account.
Section 1.3 Consequences of Termination. Termination will not relieve you of your payment obligation(s), which fees and expenses, together with any applicable taxes, will be charged to your account or other form of payment pursuant to Article 4.
Section 1.4 Survival. All provisions of these Terms that by their nature should survive termination shall survive termination, including, but not limited to, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
Article 2: Your Use of the Ketogains Platform
Section 2.1 Right to Participate. By using the Platform, you warrant that you are an eligible party with the “Right to Participate” and consent to access the Platform in accordance with the applicable laws of the United States and these Terms. The Right to Participate extends only to persons who:
- have reached the age of eighteen (18) and with capacity to enter into contracts (“adults”); or
- are under the age of eighteen (18), with written consent from a parent or legal guardian.
Section 2.2 Representations and Warranties by Means of Use of Platform. By utilizing the Platform, you make certain representations and warranties to us that we rely on in providing our Services. You represent and warrant that you are not a citizen or a resident of a country in which use or participation in the Platform is prohibited by any law, regulation, treaty, administrative order, or decree. You warrant that you are not associated with any countries with which the United States has any embargoes prohibiting or affecting your Right to Participate. You warrant that all submitted information is truthful, accurate, and will be maintained, including, but not limited to, your identity and personal information. Ketogains may decline to enter and/or terminate these Terms and any other Agreements between you and Ketogains at its sole discretion and in the event of any breach of this Section 2.2.
Section 2.3 Purpose. The Platform has specific uses and by entering these Terms, you are agreeing to not use the Platform for any improper purposes. The Platform was designed to offer health, nutritional, and fitness education, resources, and guidance (the “Services”) to you. The Services include access to Ketogains consulting, coaching, educational classes, and bootcamps. Such Services may be provided by Ketogains’ employees and/or contractors (the “Contractors”). For purposes of clarity, each Service request, registration or enrollment forms an “Agreement” between you and Ketogains.
Section 3: Ketogains Services
Nothing expressed, written, or implied through this Platform or our Services should be considered as medical advice for dealing with any given medical condition. The information received cannot replace the advice or treatment of a qualified health care practitioner. You also agree that you have been advised to discuss the recommendations with your prescribing physician.
It is recommended to every person, prior to participating in any Service(s), to undergo a complete physical examination by their physician.
Section 3.1 Overview of Services. Ketogains may offer the following through its Platform, which may include, but is not limited to:
- Bootcamps of varying durations, varying start/end dates, payment frequency and payment amounts (the “Bundles”),
- Individual coaching services with varying duration and corresponding payment amounts;
- Materials and/or content, including, but not limited to, e-books, to accompany Services provided through its Platform; and
- Counseling services, which may include instruction in the development of eating habits, physical exercise, rest, stress reduction, healthy home and workplace environment, attitudinal and behavioral changes.
The Platform will display the most up-to-date offering and terms of Services and materials provided by Ketogains. Any and all Services and materials offered and provided by Ketogains are governed by these Terms. Please contact us at [email protected] before registration and/or purchase of any related Services in the event of any ambiguity or concern.
Section 3.2 Counseling Services. The counseling offered under these Terms is acknowledged and understood to be of a strictly non-medical and non-psychological nature and is accepted solely and exclusively for instructional purposes only. Suggestions made for diet and / or supplement products are general recommendations made with the intention of enhancing general health, and are not intended to diagnose, treat, cure, or prevent any disease.
Section 3.3 Variations and Changes to the Services.
- Ketogains reserves the right to change or alter any dates, price, content or other particulars of the Services at any time without notice to you. If there is a “Material Change” to a Service, Ketogains shall provide notice to you as provided in these Terms and/or in the Agreement for such Service. A “Material Change” is a change in the start date, location or over 90% of the content of the Service.
- If you elect not to participate in any part of the Services being provided, Ketogains has no obligation to provide an alternative activity or Service and you will not be entitled to a refund.
- If Ketogains reasonably believes your health or safety is at risk or you have failed to disclose any relevant health information in accordance with these Terms, Ketogains may at its absolute discretion make decisions affecting you and your account and where necessary, may terminate your account, any Agreement(s), and/or access to the Platform and Site immediately without refund.
- Notwithstanding the foregoing, Ketogains shall not be liable for any delays in the performance of its obligations or Services under these Terms or any Agreement, if and to the extent such failure or delay is due to an event of force majeure, including, but not limited to disruptions, delays, caused or prevented by government ordered quarantine and/or travel restrictions of any essential parties to this transaction and/or closure of any essential business, governmental divisions, governmental department, local courts, or governmental agencies to this transaction as a result of the COVID-19 virus. If any Services are not being provided due to an event of force majeure, (i) Ketogains shall immediately notify you and describe in reasonable detail the circumstances causing the inability to perform; and (ii) Ketogains shall use commercially reasonable efforts to resume performance of its Services hereunder with the least possible delay.
Section 3.4 Representations and Warranties by Participation and Use of Services. You represent and warrant the following:
- Prior to engaging in any Service, you have either:
- Received a physician’s permission or clearance to participate in the Services after having a physical examination; or
- Knowingly and voluntarily decided to participate in this training program without the approval of a physician.
- You voluntarily agree to participate in activities, as part of the Services, and assume the risk of any and all direct or indirect injury or damage to your person and/or property, which may mental or physiological results, personal injury, death, and property damage resulting from such activities. Because exercise / diet modifications should not be performed under certain medical conditions, you affirm that you have stated all of your known medical conditions and have been honest about your medical status.
Section 3.5 Health Disclaimer. By using the Platform and Services, you acknowledge that you understand that all products, services, instruction, counseling, coaching, tools, and content provided to you by Ketogains is intended for education on nutrition and exercise. It is not the intention of Ketogains to provide any medical or nutritional advice or provide any medical diagnosis, or to provide a substitute for a medical diagnosis. You acknowledge that you understand that Ketogains is not a medical organization of any kind and Ketogains’ staff cannot provide you any medical advice, diagnosis, or treatment. Nothing contained in the Platform shall be construed as such advice, diagnosis, or treatment.
You are urged and advised to seek the advice of a physician before you engage in our Services.
Section 3.6 General Disclaimer. Ketogains makes no guarantees for any results based on any Services rendered to you.
Section 4: Payment and Cancellation Policy
Section 4.1 Our Fees. You are obligated to pay for the Services in its entirety. Ketogains will charge your payment method according to the then-current amount and frequency set forth on the Platform for the use of the Services selected by you, and you hereby authorize us to charge your payment method in its entirety for such amount(s). Ketogains retains the right, in its sole discretion, to place a hold on any payment for a completed Service transaction.
No refunds or credits will be provided once your payment method has been successfully charged. At Ketogains’ sole discretion, refunds or credits may be granted in extenuating circumstances or to correct any errors made by Ketogains, subject to any applicable cancellation fee.
While Ketogains will use commercially reasonable efforts to ensure the security of all payment methods and all other personal information, we expressly disclaim any liability for any damage that may result should any information be released to any third parties, and you agree to hold Ketogains harmless for any damages that may result therefrom. Ketogains will use third party services to process the payments. For further information regarding that service, please contact Ketogains to request information about Ketogains’ third party processing providers.
You will be liable for all transaction taxes on the Services (other than taxes based on Ketogains’ income or employment tax burden of Ketogains or its Contractors).
Section 4.2 Non-Payment. If You fail to timely and/or fully pay the Bundle or Service amount(s) due, you expressly authorize us and/or our third-party processor to charge any unpaid amounts to your provided payment method(s) and/or send you an invoice for such unpaid fees. In addition, your account with Ketogains may be suspended and any work-in-progress and Service(s) will be suspended and/or terminated on any and all existing Agreements between you and Ketogains, at Ketogains’ sole discretion with no prior notice. Without limiting any other available remedies at law or in equity, you must reimburse us for amounts due upon demand, plus a late fee of five percent (5%). In addition, any amount owed under this section will be subject to interest at eighteen percent (18%) per annum or the highest allowable interest rate in the applicable jurisdiction, whichever is higher. In our sole discretion, we may off-set amounts due against other amounts received from or held for you and make appropriate reports to credit reporting agencies and law enforcement. Ketogains will, to the fullest legal extent possible, cooperate with law enforcement under this section.
Section 4.4 Cancellation Policy. UPON THE COMMENCEMENT OF ANY SERVICE ON THE START DATE DESIGNATED BY KETOGAINS AND/OR ITS CONTRACTOR(S), NO REFUNDS OR CREDITS, TRANSFERS OF SERVICE OR CANCELLATION OF SERVICE WILL BE PERMITTED IN WHOLE OR IN PART. EXCEPT AS OTHERWISE SET FORTH BELOW, YOU ARE OBLIGATED TO PAY FOR THE ENTIRETY OF THE SERVICE(S) AND/OR BUNDLE, INCLUDING ANY APPLICABLE TAXES AND FEES, PROVIDED SUCH SERVICE HAS BEGUN.
You acknowledge and agree to the following cancellation policy:
- Any and all Services offered and provided by Ketogains and its Contractors will have designated start and end dates. You acknowledge and agree that if you choose to cancel in accordance with this Section, Ketogains and its Contractors have no obligation to provide an alternate Service and/or transfer your payments to an alternate Service offered by Ketogains or its Contractors.
- If you cancel prior to the commencement of the Service and Ketogains’ provision of any materials and information, you may be eligible to receive a refund of fees and taxes already paid back to the original payment method for such canceled Service LESS A $99.00 CANCELLATION CHARGE.
- Any and all Services offered under subscription will have a minimum required term of service. You acknowledge and agree that if you choose to cancel prior to the expiration of the minimum term of service but accordance with this Section, Ketogains and/or its Contractors will continue billing until the end of said term of service. Service minimum term and contractual obligation(s) are provided both before and after payment is made by you, and you acknowledge receipt of and understanding of those minimum terms and their obligations prior to making a term-based purchase.
- Upon commencement of any Service or Bootcamp program and/or Ketogains’ rendering of any Services, NO refunds or credits, transfers of service, or cancellations will be provided or allowed. You are obligated to pay for the entirety of the Service in accordance with the Bundle or Service as selected by you and your payment method will be charged accordingly until the Service is paid in full. NO EXCEPTIONS WILL BE MADE. For purposes of clarity, Ketogains’ rendering of any Services includes the provision of any information and/or materials accompanying the Service.
- Service(s) which are provided under a subscription plan will continue to be billed monthly unless you cancel those services in compliance with the below.
- You are solely responsible for properly canceling any and all future Services and/or your account. You are required to send an email to [email protected] with your cancellation request at least fifteen (15) days before your next scheduled payment date. Upon receipt, one of our representatives will contact you via email within five (5) business days to review your request. As a security precaution, an email request to cancel or make changes to any Service or your account will not result in any change or cancellation until acknowledged and addressed by a representative. You MUST correspond in email with a representative to cancel or change a Service or your account.
This Section includes and hereby incorporates by reference Agreement(s) for Services, including any personal training services agreement, entered into by and between you and Ketogains. In the event of a conflict between any such Agreement(s) and these Terms, these Terms controls.
Article 5: Ketogains Rules and Policies
Section 5.1 Marketing Consent. You authorize and consent to allow Ketogains to use for publicity or marketing purposes, photographs provided by you to Ketogains. Ketogains will take reasonable steps to edit such photographs to omit your face and any recognizable birthmarks or tattoos, to the extent possible.
Section 5.2 Your Content on Our Platform. You acknowledge that any information provided by you that you make public on the Platform (“Posted Content”) is not confidential and that such Posted Content may be used by any third party with access to the Platform without our control, and you assume the risk of misuse of your Posted Content by such third parties.
Section 5.3 Validation of Information. We may, from time to time, need to confirm or validate information that you provide to us via the Platform. You authorize us to use third parties and internal mechanisms to confirm any information you provide to us. Failure to provide any information that we request is deemed a violation of these Terms and may be cause for suspension and/or termination of the Services and your access to the Platform.
Section 5.4 Non-Circumvention. You acknowledge that our Platform derives its income from collecting and deducting a portion of the fees that you pay for our Services and then paying various third parties for their services to us, such as, but not limited to, the Contractors. You agree to abide by all circumvention related language in all agreements on the Platform and with Ketogains.
In addition, you expressly agree that for a period of twenty-four (24) months from the time you last used the Platform or any Service, that you will refrain from Circumvention Conduct with the Contractors and other clients of Ketogains. You will only contact Contractors to engage in or inquire about engaging the services of Ketogains, and you will refrain from contacting clients that you become aware of through the Platform.
For the sake of clarity, Circumvention Conduct includes, but is in no way limited to, any:
- attempt to submit proposals, solicit, contract, hire, or pay Contractors outside of the Platform;
- attempt to accept proposals, deliver services, invoice, and/or receive payment or otherwise contract outside of the Platform with Contractors;
- attempt to modify the amount of money paid for Services; and
- contact with other clients to discuss Services contracted with us.
Circumvention Conduct includes, but is not limited to, Circumvention Conduct that is indirect through any entities or parties related to you or the Contractor.
You understand that the true damage and loss of goodwill caused by Circumvention Conduct is impossible to calculate and quantify at this time and that, Ketogains will be entitled to enforce its rights under these Terms specifically, to recover damages and costs (including attorney’s fees) caused by any breach of these Terms and to exercise all other rights existing in its favor.
By using the Platform, you agree and assume to take on the affirmative duty to notify Ketogains of any Circumvention Conduct by contacting us at the address listed in Section 8.4 below. Failure to notify Ketogains of any Circumvention Conduct shall be deemed itself, Circumvention Conduct.
Section 5.5 Limitations. You are responsible for compliance with any and all applicable laws, rules, regulations, and tax obligations that may apply to your use of the Platform and/or Services. In connection with your use of the Platform, you agree to the following limitations and you will not and will not assist or enable others to:
- access, or attempt to access, our Platform or the Site by any means other than the interface provided and shall not use the information from the Platform for any purpose other than the reasons it was made available under these Terms. We reserve the right to investigate any Posted Content that we reasonably believe violates any section of these Terms;
- transmit any information or Posted Content that infringes on any intellectual property rights of any third parties or that you do not have the right to transmit by way of any regulation related to intellectual property rights, government national security regulations or other valid law, regulation or decree. This shall expressly include private confidential information that you have any duty to conceal from third parties included, but not limited to, physician-patient or attorney-client related privileges;
- impersonate or misrepresent yourself as any other person or entity while using the Site or the Platform or otherwise promote any criminal activity or enterprise or provide institutional support for any illegal activities. Breach of this Section will result in immediate termination of your account and access to the Platform and Services without notice, at Ketogains’ sole discretion;
- solicit information from any person under the age of eighteen (18);
- use the Site, Platform, or any other access point to harvest or collect email addresses or other contact information for the purposes of sending unsolicited emails or communications of any kind;
- use the Site or Platform for any commercial or other purposes, including to offer, buy, or sell any goods or services that are not expressly authorized by us or in a manner that falsely implies endorsement, partnership or otherwise misleads others as to your affiliation with Ketogains;
- disclose to any third party or use for any purpose other than the purpose for it was made available any information belonging to us that is marked as confidential, copyrighted, trademarked or proprietary. You shall also not access or attempt to access any materials not intentionally made available or provided through the Platform or Site;
- copy, modify, create derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any of our source code or any other proprietary parts of our Site, and use, display, mirror or frame the Platform, or any individual element within the Platform, Ketogains name, any Ketogains trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the Platform, without Ketogains’ express written consent;
- breach or circumvent any applicable laws or regulations, agreements with third-parties, third-party rights, or our terms, policies or standards;
- discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or otherwise engage in any abusive or disruptive behavior;
- dilute, tarnish, or otherwise harm the Ketogains brand in any way, including through unauthorized use of the Platform, registering and/or using Ketogains or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to Ketogains domains, trademarks, taglines, promotional campaigns or the Platform;
- avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by Ketogains or any of Ketogains’ providers or any other third party to protect the Platform;
- take any action that damages or adversely affects, or could damage or adversely affect the performance or proper functioning of the Platform;
- export, re-export, import, or transfer the Platform except as authorized by United States law, the export control laws of your jurisdiction, and any other applicable laws; or
- violate or infringe anyone else’s rights or otherwise cause harm to anyone.
Failure to comply with these Terms and other Agreements may result in your access to the Site or Platform being suspended and/or terminated indefinitely. We also reserve the right to self-help in connection with enforcing Agreements to the fullest extent allowable under the law. Once suspended or terminated, you may not continue to use the Site and any attempt to circumvent a suspension or termination by creating another account (a “Circumvention Account”) shall be deemed a breach of the Agreement. We reserve the right to reclaim or retain any funds, payments and/or credits in any accounts that we deem are Circumvention Accounts at our sole discretion and you hereby acknowledge that using Circumvention Account(s) shall result in forfeiture of all funds, payments and/or credits in any accounts you hold on the Site. Violations of the Agreements may be prosecuted to the fullest extent of the law, but we make no warranty that guarantees our users that we will prosecute parties in breach of the Agreement on their behalf or to their benefit.
Article 6: Role of Ketogains
Section 6.1 Agreements and No Employment. You recognize that you are not an employer or partner of Ketogains, nor is Ketogains or any of our employees or contractors your employee or partner, and that we in no way supervise, direct, or control your work or services. The relationship between you and Ketogains is that of client or prospective client, and you expressly acknowledge that at no time will there be deemed to be an employment relationship, partnership, franchise, or joint venture between you and Ketogains, or one or more of our employees/contractors.
Article 7: Warranty Disclaimer, Limitation of Liability and Indemnification
Section 7.1 Warranties and Disclaimers. We make no warranty or representation with regard to the Services provided by us or our Contractors, materials and information provided by us, the Site, the Platform or the activities related to these Terms unless otherwise agreed to in writing in an Agreement. To the maximum extent permitted, all warranties are disclaimed, unless expressly in writing within these Terms or an Agreement. This disclaimer of warranty includes, but in no way is limited to, express or implied conditions, warranties of merchantability, fitness for a particular purpose, and non-infringement. Any remedy you may have must be found expressly in these Terms or an Agreement, or otherwise is deemed waived by you, and in addition:
- We are not responsible nor make any warranties regarding your results, which may vary based upon factors such as body type and nutrition.
- We are not responsible for any injuries that you sustain resulting from physical activities, use of equipment, machinery or public or private facilities involved in the Services.
- We are not a party to any engagements, transactions, or dealings between you and third-parties including other clients of Ketogains.
Section 7.2 Limitation of Liability. We, our parent(s), or affiliated companies, will not, in any event, under any circumstances, for any reason whatsoever, be liable for any special, consequential, incidental, exemplary, indirect, or punitive damages for the Services through the Site or the Platform. There shall be no liability for litigation costs, lost profits or lost data.
Liability of Ketogains and our parent(s) or affiliated companies, to you, any user or visitor to the Site for any claim arising out of or in connection with these Terms, Services provided, the Site or the Platform, shall be limited to the lesser of (i) two thousand US Dollars ($2,000.00) or (ii) any fees retained by us with respect to Agreement(s) in which you were involved during the one-month period preceding the claim. These limitations will apply to any liability, arising from any cause of action whatsoever, even if the limited remedies provided herein fail their essential purpose. By using the Site and the Platform, checking the box and clicking “submit”, you acknowledge and agree to this limitation of liability.
Section 7.3 Indemnification. You will indemnify, defend, and hold harmless Ketogains and its parent(s), subsidiaries, and affiliates, as well as their respective officers, agents, employees, contractors, and representatives (each, an “Indemnified Party”) from any and all claims, actions, damages, liabilities, costs, and expenses including, but not limited to, reasonable attorneys’ fees and all related costs and expenses arising from or relating to your use of the Platform, any Services or any Agreement(s) entered into by you, any Posted Content, your violation of these Terms of Service, and/or your violation of any rights of a third party. In addition, by clicking accept, you assume all risk for your health and well-being and fully release and hold harmless Ketogains and its Contractors from any and all claims for liability.
Article 8: Miscellaneous Provisions
Section 8.1 Entire Agreement. These Terms set out the entire agreement and understanding of the parties relating to its subject matter and cancels and supersedes any prior or contemporaneous discussions, agreements, representations, warranties, and other communications between them. In the event of conflict between these Terms and any Agreement(s), these Terms shall control.
Section 8.2 Compliance. You agree that you will not violate any laws or third-party rights on or related to the Platform. Without limiting the generality of the foregoing, you agree to comply with all applicable import and export control laws and third parties’ proprietary rights. The software and the transmission of applicable data, if any, is subject to United States export controls. No software may be exported or re-exported in violation of U.S. export laws. Using the Platform is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Site and the Platform, including online conduct and acceptable content.
Section 8.3 Modifications. No amendment or modification to these Terms will be binding on Ketogains unless set forth in a written instrument signed by a duly authorized representative of Ketogains.
Section 8.4 Notices; Consent to Electronic Notice. You consent to the use of (a) electronic means to complete these Terms and to deliver any notices related to or necessary for the completion of these Terms; and (b) electronic records to store information related to these Terms or your use of the Platform. Notices hereunder will be valid only as follows:
- If to you: (i) via electronic mail (e-mail) that you provide to us when signing up for the Platform, or (ii) posting on the Site. The date of receipt will be deemed the date on which such notice is transmitted.
- If to us: via U.S. certified mail, return receipt requested, or via nationally or internationally recognized overnight courier (i.e. DHL, FedEx, UPS, etc.) to the following address, that may be modified without notice on the Site, the date of receipt being one (1) business day after actual receipt by us:
Ketogains Brands, LLC
6670 New Nashville Hwy, Suite 120
Smyrna, TN 37167 USA
Section 8.5 No Waiver. The failure or delay of Ketogains to exercise or enforce any right or claim does not constitute a waiver of such right or claim and will in no way affect our right to later enforce or exercise it, unless we issue an express written waiver, signed by a duly authorized representative of Ketogains.
Section 8.6 Assignability. You may not assign these Terms, or any of its rights or obligations hereunder, without our prior written consent in the form of a written instrument signed by a duly authorized officer of Ketogains. We may freely assign these Terms without your consent. Any attempted assignment or transfer in violation of this Section will be null and void. Subject to the foregoing restrictions, these Terms will inure to the benefit of the successors and permitted assigns of the parties.
Section 8.7 Severability. If any provision of these Terms is held illegal, invalid, or unenforceable in whole or in part under applicable law, such provision or such portion thereof will be ineffective as to the jurisdiction in which it is illegal, invalid, or unenforceable to the extent of its illegality, invalidity, or unenforceability, and will be deemed modified to the extent necessary to conform to applicable law so as to give the maximum effect to the intent of the parties. The illegality, invalidity, or unenforceability of such provision in that jurisdiction will not in any way affect the legality, validity, or enforceability of such provision in any other jurisdiction or of any other provision in any jurisdiction.
Section 8.8 Choice of Law. These Terms and any controversy, dispute or claim arising out of or relating to these Terms, including but not limited to an Agreement, will be governed by and construed in accordance with the laws of the State of Delaware, USA, without regard to its conflict of law provisions and excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
Section 8.9 Forum Selection, Attorney’s Fees, Personal Jurisdiction and Venue. You agree that any claim or dispute arising under these Terms or your use of the Platform must be resolved through binding arbitration with a tribunal sitting in the State of Delaware, pursuant to the rules of the American Arbitration Association. If we are successful in any action whether defending or prosecuting against you, you agree to pay all attorney’s fees and costs associated with that action. You hereby irrevocably consent to the personal jurisdiction and venue of the arbitration tribunal. You further agree that any issue you have with Ketogains that arises under these Terms is arbitrable and that the State of Delaware, is a convenient forum for any disputes that arise between us.
Section 8.10 Prevailing Language. The English language version of these Terms will be controlling in all respects and will prevail in case of any inconsistencies with translated versions, if any.
Section 8.11 Proprietary Rights. Ketogains and its licensors reserve all rights, title, ownership and interest in and to copyrights, trademarks, service marks, trade names, trade secrets, patents and any other rights to intellectual property, recognized in any jurisdiction, whether or not perfected, in and to the Platform, including, but not limited to, any materials and/or information provided by Ketogains through the Platform. You may not use the Platform except as necessary for the purposes of discharging obligations under these Terms and any Agreement(s) entered into pursuant to these Terms. We reserve the right to withdraw, expand and otherwise change the Platform at any time in our sole discretion.
Section 8.13 California Residents. The following disclosure is made pursuant to California Online Privacy Protection Act: When you use our Service, other parties, such as Google may collect personally identifiable information about your activities over time and across different websites or online services.