Terms and Conditions

Last updated:     11/27/2023

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1.   INTRODUCTION 
   
   Thank you for using GoAudience! GoAudience operates a platform that allows enterprise customers to access and build customized potential audience lists for their businesses’ advertising campaigns, as further described below.  
   
   These Terms and Conditions (the “Terms”) cover your rights and obligations relating to your access and use of the Service (as defined below). In addition to these Terms, please review the GoAudience Privacy Policy (the “Privacy Policy”), which describes our practices related to collection and use of your information to provide the Service. 
   
   PLEASE CAREFULLY READ THESE TERMS, AS THEY CONTAIN IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND RESPONSIBILITIES, INCLUDING LIMITATION OF OUR LIABILITY AND BINDING ARBITRATION. IF YOU DO NOT ACCEPT THESE TERMS IN THEIR ENTIRETY, YOU MAY NOT ACCESS OR USE THE SERVICE. 
   
   IF YOU ACCEPT THESE TERMS ON BEHALF OF ANY OTHER PERSON, LEGAL ENTITY OR OTHER ORGANIZATION THAT IS A CUSTOMER OR USER OF GoAudience, THEN YOU REPRESENT TO GoAudience THAT YOU ARE LEGALLY AUTHORIZED TO ACCEPT THESE TERMS FOR THAT CUSTOMER OR USER (IN SUCH CAPACITY, YOU MAY BE REFERRED TO AS AN “AUTHORIZED USER”). 
   
   Do not hesitate to contact us at hello@GoAudience.com if you have any questions or want to discuss these Terms or our Privacy Policy.

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2.   INTERPRETATION AND DEFINITIONS

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                     a.   Interpretation  

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.
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                     b.   Definitions 

For the purposes of these Terms and Conditions: 
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“Affiliate” means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority. 

“Account” means a unique account created for you to access our Service or parts of our Service. 

“Ad Network” means a third party through which you are running an advertising campaign, including any that you are integrating with or otherwise using in connection with the Service. 

“Country” refers to: State of Delaware, United States 

“Company” or “GoAudience” (also referred to as "we", "us" or "our") refers to Rebatus Inc., a Delaware corporation. 

“Data Provider” means a third party which provides GoAudience with data underlying Audience Lists (as defined below).

“Device” means any device that can access the Service such as a computer, a cellphone or a digital tablet.

“Feedback” means feedback, innovations or suggestions sent by you regarding the attributes, performance or features of our Service.

“Service” or “Services” refers to the Website, any mobile or web applications operated by GoAudience, and the programs and services provided on each of the foregoing.

“Website” refers to GoAudience.com, accessible from https://www.GoAudience.com

“User”, “you” or “your” refers to the party accessing, visiting or using the Service, whether that be an individual or a company or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Other capitalized terms may be defined throughout these Terms.

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3.   ACKNOWLEDGMENT 
   
   Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms and our Privacy Policy, which describes our policies and procedures on the collection, use and disclosure of your personal information when you use the Service and tells you about your privacy rights and how the law protects you. Please read our Privacy Policy carefully before using our Service. 
   
   You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service. If we learn or have reason to suspect that a user is under 18 years of age, we will promptly delete any personally identifiable information transmitted to us by that user and prevent that user from using our Service. Further, you represent and warrant that your use of the Service does not and will not conflict with any pre-existing obligation in conflict or in any way inconsistent with the provisions of these Terms. 
   
   By visiting the Website or otherwise accessing or using the Service, you represent and agree that you have read, understand, and agree to be bound by both these Terms and our Privacy Policy as binding agreements, and that you have the full right, power, and authority to enter into these Terms and to fully perform all of your obligations hereunder and that you are under no legal disability or contractual restriction that prevents you from entering into these Terms. If you disagree with any part of these Terms or our Privacy Policy, then you may not access the Service. Further, by maintaining an Account, you agree that these Terms and our Privacy Policy apply to your past use, if any, of the Service prior to the Effective Date.

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4.   SERVICE
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                     a.   Overview 

The Service provides you with the ability to build and access customized potential audience lists (each, an “Audience List”) for use with your advertising campaigns. You can customize Audience Lists based on consumers’ actual spending history within the GoAudience platform by filtering by criteria including industry vertical and consumer location (U.S. states). The Service also allows for integration with Ad Networks to which you can export the Audience Lists you build. The Audience Lists are anonymous, and as further described below, you will not be able to, and are not permitted to, access de-anonymized data underlying any Audience Lists. 

The Service is available on either a subscription basis or a pay-per-transaction basis, as further described below. 

GoAudience obtains the anonymized user data underlying Audience Lists through third-party partners, as further described below.

                     b.   Account Registration 

In order to use the Service, you must first register and create an Account using, among other things, your first and last name and email address. Your IP address and other information identifying your Device used may also be collected during the Account registration process. 

You agree to provide accurate, current and complete information during the registration process and to update such information to keep it up to date. We reserve the right to suspend or terminate your Account according to these Terms if we determine that any information provided by you is inaccurate or incomplete. 

You may not register or attempt to register for an Account on behalf of another party (except in the event that you are an Authorized User). In addition, without our express written consent, you may not register or attempt to register for an Account on behalf of a party who was previously terminated from use of the Service. 

You are solely responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password. 

You agree not to disclose your password to, or share your Account with, any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.

You agree that we will not be liable for any loss or harm that you incur if someone else uses your information to interact with the Service, either with or without your knowledge, and that you will be solely responsible for such use, whether or not you authorized the use.

In addition, you represent and warrant that: (i) you own the information you supply to us; (ii) the information you supply to us is true, correct and complete; and (iii) you have the full legal authority to distribute all information that you provide to us.

By submitting such information, you grant us the right to provide the information to third parties for purposes of providing you the Service, as described in these Terms and our Privacy Policy. While we do not claim ownership over any such information and content that you provide, you agree that we have the right to use such information and content in furtherance of providing you the Service. In addition, we should not be relied upon as a means to store your data or information and we assume no responsibility for such activities.

After you create an Account, your dashboard available through the Website enables you to build and access Audience Lists and manage subscription and Account settings.

                     c.   Integrations with Ad Networks  
In order to export any Audience Lists outside the Service, you will need to enable integrations with the applicable Ad Network. The list of Ad Networks that we support for integration with the Service is made available on the Website. As of the Effective Date, supported Ad Networks include, but are not limited to, the Facebook and Instagram platforms operated by Meta Platforms, Inc. (“Meta”).

In order to use the Audience Lists on Ad Networks, you may be required to agree, or you may have already agreed, to separate agreements or other terms with such Ad Networks or other third parties that are not affiliated with GoAudience (“Third-Party Terms”).

Such Third-Party Terms may include, but are not limited to, those required by Meta (by way of example only: https://www.facebook.com/terms, https://www.facebook.com/policies/ads/, https://www.facebook.com/legal/terms/customaudience/update).

Such Third-Party Terms are solely between you and such third parties, and as such, it is solely your responsibility to read and understand your obligations thereunder. GoAudience is not a party to any such Third-Party Terms and disclaims all responsibility and liability related therewith. You are solely responsible for any access to the Website or use of the Service that violates any Third-Party Terms.

In addition, in connection with the integrations with the Ad Networks, we import from such Ad Networks information about the performance of your advertising campaigns conducted using Audience Lists you accessed via the Service, in order to measure and analyze the impact of the Audience Lists and to improve the functionality of the Service.

                     d.   Data Providers 

GoAudience receives the data underlying Audience Lists from Data Providers, including, but not limited to, LiveRamp, Inc. (“LiveRamp”) via secure, encrypted transmission.

As further described below under “Ad Spend Fees,” GoAudience will collect certain fees from you to provide to such Data Providers.

You may be subject to the Third-Party Terms of such Data Providers, and you should refer to LiveRamp’s website (https://liveramp.com) and the terms of service or other policies provided there (by way of example only, and without limitation: https://liveramp.com/legal/platform-terms/) for terms and conditions applicable to you and your use of the applicable underlying data.

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5.   FEES
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                     a.   Platform Use Fees 

Available usage fee models for the GoAudience platform, where you can build Audience Lists
and export them to your preferred Ad Networks, are set forth below.

                                   i.   Subscription Basis 

You may choose to purchase a subscription to the Service on either a monthly or an annual basis (such fees, “Subscription Fees”). You will receive a set number of list credits per month, depending on your subscription tier. You may purchase additional lists for a set fixed price.

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                                   ii.   Pay-By-List Basis 

Alternatively, you may use the Service without Subscription Fees and instead pay per Audience List (“Transaction-Based Fees”).

‍                     b.   Ad Spend Fees 

GoAudience will have access to information about your ad spend with each Ad Network that you integrate with the Service. GoAudience will use this information in order to provide requisite payments to applicable Data Providers. This payment will vary by Data Provider and is anticipated to be approximately 10% to 15% of your spend for a particular Ad Network campaign (“Ad Spend Fees”).
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                     c.   General 

The Subscription Fees, Transaction-Based Fees and Ad Spend Fees are collectively referred to herein as the “Fees.” We may revise the Fees at any time. If we revise our Fees, we will provide you with no less than 30 days’ advance notice of such change. Please see the Website for the latest Fees and subscription tiers. 

You are responsible for paying any fees that may be charged independently by your bank(s) or other financial service providers. 
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                     d. Payment Mechanics 

If your use of the Service is subject to Subscription Fees, you must keep a valid payment method on file with us to pay for all incurred and recurring Fees. We will charge applicable Fees to any valid payment method that you authorize (“Authorized Payment Method”), and we will continue to charge the Authorized Payment Method for applicable Fees until the Services are terminated, and any and all outstanding Fees
have been paid in full. 

Subscription Fees are paid in advance and will be billed in regular intervals depending on your plan (each such date, a “Billing Date”). Any applicable additional Fees, including Transaction-Based Fees and Ad Spend Fees, will be charged from time to time. You will be charged on each Billing Date for all outstanding Fees that have not previously been charged. 

If your use of the Service is subject only to Transaction-Based Fees, you will receive access to the applicable Audience List after you provide to us the corresponding payment for such Transaction-Based Fees. Thereafter, for purposes of your payment of Ad Spend Fees, we will send you an invoice that will be due and payable upon the terms set forth therein, including, as applicable, any interest for overdue payments to the extent permitted under applicable law.

If we are not able to process payment of Fees using an Authorized Payment Method, we may make subsequent attempts to process payment using any Authorized Payment Method. If we are unable to successfully process payment of Fees using an Authorized Payment Method within 30 days of our initial attempt, we may suspend and revoke access to your Account and the Services. Your Account may be reactivated upon your payment of any outstanding Fees, plus the Fees applicable to your next billing cycle. You may not be able to access your Account during any period of suspension. If the outstanding Fees remain unpaid for 60 days following the date of suspension, we reserve the right to terminate your Account.

You are responsible for all applicable taxes that arise from or as a result of your use of the Service.

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6. PROPER USE OF THE SERVICE‍

                     a.   General  

You are prohibited from using the Service or any Audience List in any manner to infringe upon the rights of any other person or to target, send or facilitate any advertising for adult entertainment, illegal gambling or any other product or service that is illegal in the location in which it is sent or received, including, without limitation, to discriminate on the basis of a protected class. Further, you are prohibited from using Audience Lists, underlying data or the Service in any manner for the purposes of or in connection with assessing eligibility for employment, credit, healthcare, insurance or similar purposes. 

Each Audience List that you deliver to an Ad Network is solely for use within the Ad Network and may not be accessed or utilized by any third party other than you and such Ad Network. You are prohibited from distributing, or allowing the distribution of or access to, any Audience List to or by any third parties beyond the Ad Network to which you initially export the Audience Lists. 

Use of each Audience List is additionally subject to your compliance with any other applicable laws, requirements or Third-Party Terms.
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                     b.   Security Matters  

You shall not violate or attempt to violate any security features of the Service and related platforms, including, without limitation, (a) accessing content or data not intended for you, or logging onto a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the Website, or any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with service to any user, host, or network, including, without limitation, by means of submitting a virus to the Website, overloading, “flooding,” “spamming,” “mail bombing,” “crashing,” or undertaking similar activities; and (d) forging any TCP/IP packet header or any part of the header information in any email or in any posting using the Website.

                     c.   Data 

You shall not—and you shall not instruct, authorize or permit any third party to—duplicate, compile, disassemble, decompile, re-identify, de-anonymize, derive any data from, or otherwise reverse engineer any de-identified data underlying Audience Lists, or otherwise act in any way to derive personal information from, or merge personal information with, any related anonymous information. 

You will not use any Audience List or its underlying information to target any party that you know has exercised an option to opt out of having such party’s data disclosed and used for targeted advertising with any given Ad Network.

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                     d.   Jurisdictional Matters 

You may only use Audience Lists for purposes of reaching audiences via Ad Networks in the United States, and for no other purposes. 

You acknowledge and agree that no Audience List or underlying data labeled or otherwise indicated as being applicable to or originating from any country or region outside of the United States will be available through the Website or the Service, and that you shall have no rights or authorization to view, access or utilize such information.

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7. INTELLECTUAL PROPERTY 
   
   The Service and its original content (excluding content provided by You or other users), proprietary property, features and functionality, including, without limitation, all associated software, all files and images contained in the Service, and accompanying data, as well as all data provided by users and/or collected by us through the Service (collectively, “Our IP”) are and will remain the exclusive property of the Company and/or its licensors, as applicable. 
   
   Nothing in these Terms shall be construed as a conveyance of any ownership right or title in or to Our IP. We only grant you a non-exclusive, non-transferable, non-sublicensable, and revocable license to use the Services for the purposes permitted by these Terms, and only for as long as you are permitted to access the Services. 
   
   In addition, the Service is protected by copyright, trademark, and other laws of both the Country and other jurisdictions, including foreign countries. You may not sell, redistribute, download, export, or reproduce Our IP in any way. You also may not decompile, reverse-engineer, disassemble, or otherwise convert Our IP without Our permission. This Section does not apply to any component of Our IP that may be offered under an open source license. 
   
   Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of the Company.

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8. YOUR FEEDBACK TO US 
   
   You assign all rights, title and interest in any Feedback you provide to the Company. If for any reason such assignment is ineffective, you agree to grant the Company a non-exclusive, perpetual, irrevocable, royalty free, worldwide right and license to use, reproduce, disclose, sub-license, distribute, modify and exploit such Feedback without restriction.

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9. THIRD-PARTY SITES AND SERVICES  
   
   Our Service is integrated with services provided by third parties as part of the functionality of the Service. We have no control over third parties and make no guarantees about, and assume no responsibility for, the information or services provided by third parties. 
   
   Our Service may contain links to third-party websites or services that are not owned or controlled by the Company. The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or services. 
   
   We strongly advise You to read the terms and conditions and privacy policies of any third-party web sites or services that You visit.

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10. TERMINATION 
    
    We may terminate or suspend your Account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms. 
    
    Upon termination, your right to use the Service will cease immediately. If you wish to terminate your Account, you may simply discontinue using the Service. If you are paying Subscription Fees, please refer to the dashboard available via the Website to manage your settings and terminate your paid use of the Service.

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11. UPDATES TO THE SERVICE 
    
    We may from time to time develop patches, bug fixes, updates, upgrades and other modifications to improve the performance of the Service (“Updates”). These may be automatically installed without providing any additional notice or receiving any additional consent. If You do not want such Updates, Your remedy is to stop using the Service. Your continued use of the Service is Your agreement to these Terms with respect to the Service.

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12. LIMITATION OF LIABILITY 
    
    Notwithstanding any damages that you might incur in connection with these Terms or your use of the Service, the entire liability of the Company and any of its licensors or suppliers under any provision of these Terms, and your exclusive remedy for all of the foregoing, shall be limited to the amount actually paid by you through the Service in the 12 months prior to the event giving rise to the damages incurred, or 100 USD if you haven't purchased anything through the Service. 
    
    To the maximum extent permitted by applicable law, in no event shall the Company or its licensors or suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms), even if the Company or any licensor or supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose. 
    
    Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party's liability will be limited to the greatest extent permitted by law.

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13. ASSUMPTION OF RISK 
    
    THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED (SEE BELOW), AS TO THE CONTENT OR OPERATION OF THE WEBSITE OR THE SERVICE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE WEBSITE AND THE SERVICE IS AT YOUR SOLE RISK.

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14. "AS IS" AND "AS AVAILABLE" DISCLAIMER 
    
    THE SERVICE IS PROVIDED TO YOU "AS IS" AND "AS AVAILABLE" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE SERVICE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, THE COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR FREE OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. 
    
    WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANY OF THE COMPANY'S PROVIDERS MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED: (I) AS TO THE OPERATION OR AVAILABILITY OF THE SERVICE, OR THE INFORMATION, CONTENT, AND MATERIALS OR PRODUCTS INCLUDED THEREON; (II) THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; (III) AS TO THE ACCURACY, RELIABILITY, OR CURRENCY OF ANY INFORMATION OR CONTENT PROVIDED THROUGH THE SERVICE; OR (IV) THAT THE SERVICE, ITS SERVERS, THE CONTENT, OR E-MAILS OR OTHER COMMUNICATIONS SENT FROM OR ON BEHALF OF THE COMPANY ARE FREE OF VIRUSES, SCRIPTS, TROJAN HORSES, WORMS, MALWARE, TIMEBOMBS OR OTHER HARMFUL COMPONENTS. 
    
    THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND US. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN TYPES OF WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU. BUT IN SUCH A CASE THE EXCLUSIONS AND LIMITATIONS SET FORTH IN THIS SECTION SHALL BE APPLIED TO THE GREATEST EXTENT ENFORCEABLE UNDER APPLICABLE LAW.

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15. INDEMNIFICATION 
    
    In the event that any third party, including without limitation another user, brings a claim against us related to your actions, content, information, or any other use of the Service by you, you agree to indemnify, defend, and hold us and our agents harmless from and against any and all third-party claims, including privacy violations, losses, liability, damages, and/or costs (including reasonable attorneys’ fees and costs) relating to such claim. We will notify you promptly of any such claim and will provide you with reasonable assistance, at your expense, in defending any such claim, provided, however, that our failure to so notify you shall not relieve you of your indemnity obligations, but instead shall reduce those obligations by the amount of damages or increased costs and expenses attributable to our failure to give notice. We reserve the right to approve counsel retained by you, to take control of the defense (at our expense) of any claim for which indemnity is required, and to participate in the defense of any claim (at our expense) for which indemnity is required. You may not settle any claim without our prior consent. 

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16. GOVERNING LAW 
    
    The laws of the Country, excluding its conflicts of law rules, shall govern these Terms and your use of the Service. Your use of the Service may also be subject to other local, state, national, or international laws.

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17. DISPUTE RESOLUTION 
    
    You agree to resolve any dispute, claim, or controversy with the Company arising out of or relating to your use of the Website in the following manner. First, each of you and the Company agree to attempt in good faith to resolve the dispute informally by contacting each other by email (you can email us at hello@GoAudience.com). Second, if the dispute is not resolved through informal resolution, each of you and the Company agree to attempt in good faith to resolve the dispute through mediation administered by JAMS, which shall take place in the jurisdiction closest to the Company’s principal place of business at such time, and the costs of which shall be divided equally between you and the Company. Third, if the dispute is not resolved through informal resolution and mediation, each of you and the Company agree to participate in binding arbitration administered by JAMS, which shall take place in the jurisdiction closest to the Company’s principal place of business at such time. 
    
    Either you or the Company may bring a lawsuit solely for injunctive relief without first engaging in the dispute resolution process described above.  
    
    You and the Company both agree that, in the event of arbitration, or in the event of a lawsuit as permitted by this Section or otherwise, the prevailing party shall be entitled to costs and fees (including reasonable attorneys’ fees). Arbitration pursuant to this Section shall be confidential, and neither you, nor the Company, nor the arbitrator may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement or appeal of the arbitration award. Judgment on any arbitration award may be entered in any court having proper jurisdiction. There shall be no right or authority for any claims subject to this arbitration clause to be arbitrated on a class action or consolidated basis or on bases involving claims brought in a purported representative capacity on behalf of the general public (including, but not limited to, as a private attorney general). If any portion of this arbitration clause is determined by a court to be inapplicable or invalid, then the remainder shall still be given full force and effect. 
    
    YOU AND THE COMPANY EACH HEREBY IRREVOCABLY WAIVE ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS OR THE TRANSACTIONS CONTEMPLATED HEREBY. 
    
    Nothing contained in this Section shall limit our ability to terminate, or otherwise take action related to, your account as provided in these Terms.

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18. FOR CALIFORNIA RESIDENTS 
    
    If you are a California resident, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” YOU HEREBY WAIVE ANY SIMILAR PROVISION IN ANY OTHER JURISDICTION. 
    
    If you are a California resident, you may report complaints to the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

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19. UNITED STATES LEGAL COMPLIANCE 
    
    You represent and warrant that (i) you are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a "terrorist supporting" country, and (ii) you are not listed on any United States government list of prohibited or restricted parties.

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20. SEVERABILITY AND WAIVER

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                     a.   Severability 

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

                     b.   Waiver 

Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not affect a party's ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.

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21. TRANSLATION INTERPRETATION 
    
    In the event that you access these Terms in a form translated from English, you agree that the original English text shall prevail in the case of a dispute.

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22. HEADINGS USED IN THESE TERMS  
    
    The section headings contained in these Terms are for reference purposes only and shall not affect the meaning or interpretation of these Terms in any way.

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23. CHANGES TO THESE TERMS AND CONDITIONS 
    
    We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. 
    
    By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, please stop using the Website and the Service.

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24. CONTACT US 
    
    If you have any questions about these Terms, you can contact us by email at: hello@GoAudience.com

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