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SPLITBUD.COM TERMS OF SERVICE
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Splitbud Terms of Service

Last updated: May 26, 2019

These Terms of Service (together with our Privacy Policy) and Dispensary Terms, as applicable, the “Terms” or Agreement”) govern your use of the Splitbud website (www.splitbud.com) (“Site”), the Splitbud applications as they may be available on various devices (the “Application”) and any information, text, images, documents, video recordings, photographs, graphics, or other materials uploaded, downloaded or appearing on our website (the “Content”, and together with the Site and Application, the “Service”). “End User” or “You” means any person using the Service, whether by browsing or participating in any other activities available through the Service.  The term “Splitbud”, “we”, “us”, or “our” refers to Splitbud, Inc., a Canadian corporation and its subsidiaries and affiliates (the “Company”).

BEFORE YOU USE THE SERVICE, CAREFULLY READ THE FOLLOWING TERMS CONCERNING YOUR LEGAL RIGHTS AND THEIR LIMITATIONS.

THESE TERMS SET FORTH THE LEGALLY BINDING TERMS FOR YOUR USE OF THE SERVICE. BY ACCESSING OR USING THE SERVICE, YOU ARE ACCEPTING THESE TERMS. IN ADDITION, YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THIS AGREEMENT. YOU MAY NOT ACCESS OR USE THE SERVICE OR ACCEPT THE AGREEMENT IF YOU DO NOT HAVE THE CAPACITY TO ENTER INTO THIS AGREEMENT. IF YOU DO NOT AGREE WITH ALL OF THE TERMS, DO NOT ACCESS OR USE THE SERVICE. IF YOU ARE USING THE SERVICE ON BEHALF OF A COMPANY, ENTITY, OR ORGANIZATION, YOU REPRESENT AND WARRANT THAT YOU ARE AN AUTHORIZED REPRESENTATIVE OF SUCH COMPANY, ENTITY, OR ORGANIZATION WITH THE AUTHORITY TO BIND IT TO THIS AGREEMENT.

1.  Use of the Service is limited to End Users who are at least 21 years old for recreational products; and at least 18 years old for medicinal products.  If you are not of such age you may NOT use the Service. You acknowledge that you are a resident in the State of California or another state permitting purchase and use of adult-use recreational cannabis-related products (the “Cannabis Products”).

2. The Terms constitute the entire, complete, and binding agreement between you and the Company. Your use of the Service is conditioned upon your acceptance of these Terms. By using the Service for any purpose, you represent that you have read and understood these Terms; that you meet all of the eligibility requirements described above; and that you accept and agree to be bound by these Terms as they appear on each respective date that you access or use the Service. If you do not accept any part of these Terms, you are not permitted to access or use the Service in any way.

3. We reserve the right to modify, amend, or otherwise change these Terms, in whole or in part, at any time and at its sole discretion. Such changes to the Terms will take effect as of the “Last updated” date stated at the beginning of these Terms. Each time you access the Service, you agree to be bound by the most current version of the Terms. We will notify users of any such changes that substantially affect your rights by sending a notice to the last email address you provided to the Company, or by placing a notice on the Website. However, it is your responsibility to review the Terms for any changes before using the Service. You may not change or modify the Agreement without the prior written consent of the Company. By continuing to use the Service, you thereby consent to any changes to the Terms, which shall remain in full force and effect in respect of such access or use, as they may be updated from time to time.

4. Splitbud is a communication platform that connects End Users with third party licensed dispensaries (the “Dispensaries”) so that they may purchase Cannabis Products in the state of California (the “Territory”) at favorable prices. To access the full features of the Service, you must create an account (“Account”). End Users who place orders on the Service for Cannabis Products shall be “Customers” and such orders, the “Customer Orders”. We make no representations or warranties that the Service or any of the Cannabis Products sold through the Service are appropriate or available those located outside of the Territory. BEFORE YOU ATTEMPT TO ACCESS OR USE THE SERVICE, BE AWARE THAT THE SERVICE MAY CONTAIN CONTENT OR LINKS TO CANNABIS PRODUCTS THAT ARE PROHIBITED OUTSIDE THE TERRITORY; AND THAT YOU THEREFORE ACCESS THE SERVICE SOLELY AT YOUR OWN RISK.

5. You are solely responsible for your Account. So long as you have an Account on the Service, you agree to safeguard your login credentials and to supervise and take full responsibility for any use of and activity on your Account by you or anyone other than you (whether authorized by you or not), which includes all content that can be linked or traced back to your Account, as well as any communications you have with other End Users. You agree to immediately notify us of any unauthorized use of your Account, password, or profile and to report a lost or stolen Account to us at: info@splitbud.com. The Company disclaims any responsibility for your choice of an Application or its compatibility with your mobile device and/or mobile service. YOU FURTHER ACKNOWLEDGE AND AGREE THAT: (1) NONE OF THE COMPANY OR ANY AFFILIATES OR PARTNERS WILL HAVE ANY LIABILITY TO YOU OR OTHERS FOR ANY UNAUTHORIZED TRANSACTIONS MADE USING YOUR ACCOUNT; AND (2) THE UNAUTHORIZED USE OF YOUR ACCOUNT OR PASSWORD COULD CAUSE YOU TO INCUR LIABILITY.

6. Subject to all conditions, restrictions, and eligibility requirements described herein, we grant you a limited, non-transferrable, non-exclusive, royalty-free, worldwide, revocable license to access and use the Service for your own lawful purposes. This license is not a sale and does not grant any ownership rights, title, interest, or any other rights in either the Service or any of the contents you find therein. If you are accessing the Service through software that you purchased or otherwise downloaded, you are granted only a license to use that one copy of such software, which you may not modify, to access the Service. The Company may investigate and take any available legal action in response to illegal or unauthorized uses of the Service, including collecting information of other End Users by electronic or other means for the purpose of sending unsolicited email and unauthorized framing of or linking to the Service.

7. You expressly consent and agree to accept and receive communications from the Company and Dispensaries that you may transact with, including via email, text message, calls, and push notifications to the cellular telephone number you provided to us. By consenting to being contacted by the Company, you understand and agree that you may receive communications generated by automatic telephone dialing systems and/or which will deliver pre-recorded messages sent by or on behalf of the Company, its affiliated companies and/or drivers, including but not limited to: operational communications concerning your Account or use of the Service, updates concerning new and existing features of the Service, communications concerning promotions run by us or Dispensaries, and news concerning the Company and industry developments.

8. The Company and Dispensaries may make promotional offers with different rates to Customers. These promotional offers, unless made to you, do not obligate the Company nor any Dispensaries to offer you the same promotional rates. Any such promotions shall be made subject to their particular terms. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send. You acknowledge that you are not required to consent to receive promotional messages as a condition of using the Service. The Company will give you the opportunity to “Unsubscribe” and thereby opt-out of receiving electronic commercial communications from us by sending us an email at unsubscribe@splitbud.com or other options provided by the Company. However, you acknowledge that opting out of receiving text messages or other communications may impact your use of the Service.

9. The final charges (the “Order Price”) for the Customer Orders that are placed through the Service will be displayed at checkout and will appear as two separate charges: one for the pre-determined price for the Cannabis Product and the shipping and handling thereof (the “Pre-Determined Price”), that is determined by and paid directly to the Dispensaries, and a service fee (the “Service Fee”) that is determined by and paid to the Company for your use of the Service. In addition, Customers will be responsible for the payment of any applicable taxes, including excise taxes, local cannabis taxes, and sales and use taxes (collectively, the “Taxes”). We may, in our sole discretion, and by notifying you on the Website, begin charging for access to the Service, and may, in our sole discretion, add, remove or change the features and services we offer or the fees (including the amount or the type of fees) the Company charges at any time. If we introduce a new service or charge a new fee, we will establish and notify you of the fees for that service at the launch of the service or start of charging a new fee. If we notify you of any new fees or changed fees for an existing features on the Service and you use the Service, you are agreeing to continue using such features under the new payment terms as offered. Failure to pay these fees may result in the termination of some or all of your access to and use of the Service. We are not responsible for any charges or expenses you incur resulting from being billed by us in accordance with these Terms, such as charges for overdrawn accounts or exceeding account limits. Any fees that we may charge you for access to the Service are due immediately and are non-refundable. This “no refund” policy shall apply at all times regardless of your decision to terminate your use of the Service, our decision to terminate your use of the Service, or any part thereof, any disruption of the Service, either planned, or accidental or intentional, or any reason whatsoever.

10. YOU UNDERSTAND THAT THE COMPANY IS NOT A DISPENSARY, DOES NOT ITSELF SELL OR PROVIDE GOODS OR DELIVERY SERVICES TO END USERS, AND IS NOT A SUPPLIER OF CANNABIS PRODUCTS NOR A DELIVERY SERVICE PROVIDER. IT IS THE SOLE RESPONSIBILITY OF THE DISPENSARIES TO OFFER AND SELL CANNABIS PRODUCTS THAT ARE COMPLIANT WITH ALL APPLICABLE LAWS AND REGULATIONS, AND WHICH MAY BE ORDERED THROUGH USE OF THE SERVICE. COMPANY PROVIDES END USERS INFORMATION TO DISPENSARIES, AND A METHOD TO CONTACT A DISPENSARY TO OBTAIN DELIVERY SERVICES FROM THE DISPENSARY. THE COMPANY DOES NOT AND DOES NOT INTEND TO (I) SUPPLY CANNABIS PRODUCTS TO END USERS OR ACT IN ANY WAY AS A SUPPLIER OF CANNABIS PRODUCTS TO END USERS, AND HAS NO RESPONSIBILITY OR LIABILITY FOR ANY CANNABIS PRODUCTS PROVIDED TO END USERS BY DISPENSARIES, NOR (II) PROVIDE DELIVERY SERVICES OR ACT IN ANY WAY AS A DELIVERY SERVICE PROVIDER TO END USERS, AND HAS NO RESPONSIBILITY OR LIABILITY FOR ANY DELIVERY SERVICES PROVIDED TO END USERS BY DISPENSARIES.

11. You acknowledge that the Service is for use by residents of jurisdictions with laws permitting medical or the recreational use of cannabis only. Marijuana is included on Schedule 1 under the United States Controlled Substances Act. Under the federal laws of the United States of America, manufacturing, distributing, dispensing or possession of marijuana is illegal, and individuals are subject to arrest and/or prosecution for doing so.  You also acknowledge that the interstate transportation of marijuana is a federal offense. In all events, you must abide by and follow the laws of the state in which you are a resident. You expressly acknowledge and assume full responsibility for compliance with the laws of the state in which you are located when using the Service.

12. You acknowledge that the use, possession, cultivation, transportation and distribution of cannabis is illegal in California unless all participants are acting completely within the scope of California’s medical cannabis laws as set forth in the Medicinal and Adult-Use Cannabis Regulation and Safety Act (MAUCRSA), which was signed into law in June 2017 and the rules and regulations promulgated thereunder, as well as all applicable local and municipal statutes and ordinances.  Such laws in California or equivalent laws applicable in other states being “Applicable Cannabis Law”)

14. During use of the Service, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of third party service providers, advertisers or sponsors presenting their goods and/or services through the Service (“Third Parties”). The Company is not a party to any transaction that an End User may enter into with such Third Parties. Any such activity, and any terms, conditions, warranties or representations associated with such activity, is solely between you and the applicable Third Party. You recognize that certain Third Parties may require your agreement to additional or different terms prior to your use of or access to such goods or services, and the Company disclaims any and all responsibility or liability arising from such agreements between you and the Third Party. The Company may rely on third party advertising and marketing supplied through the Service and other mechanisms. By agreeing to these Terms you agree to receive such advertising and marketing. The Company may compile and release information regarding you and your use of the Service on an anonymous basis as part of a customer profile or similar report or analysis. You agree that it is your responsibility to take reasonable precautions in all actions and interactions with any Third Party you interact with through the Service. The Company shall have no liability, obligation or responsibility for any such correspondence, purchase, transaction or promotion between you and any such Third Party.

15. The Service may contain links to websites maintained by other parties.  These links do not imply that we endorse, sponsor, or otherwise have an opinion about the contents of such websites.  We have no control over, and are not responsible for the contents of any such websites.  We expressly disclaim any representations regarding the content or accuracy of materials on such websites or the privacy practices of those websites.  Before proceeding with any transaction with any Third Party, you should make whatever investigation you feel necessary or appropriate as any transaction you do with such third party will be at your own risk.

16.  As a condition of your use of the Service, you agree, represent and warrant to Splitbud that:

  1.         you are of at least the minimum legal age for purchase of the applicable Cannabis Product(s) and possess the authority to create a binding legal obligation;
  2.         your use of the Service is not prohibited by law;
  3.         you will not use any information you obtain through the Service to harass, threaten, abuse, be hateful, or be racially or ethnically offensive to anyone; to commit or encourage conduct that would be considered a criminal offense; to encourage conduct that would give rise to civil liability; violate any law; or otherwise be inappropriate;
  4.         you will not transmit any worms or viruses or any code of a destructive nature, or otherwise take any action that may damage the Service or device or equipment of any End User;
  5.         your use of the Service will at all times comply with these Terms;
  6.         you will not attempt to, or actually access data not intended for you, such as logging into a server or an account which you are not authorized to access;
  7.         you will not attempt to scan, or test the security or configuration of the Service or to breach security or authentication measures;
  8. you will not tamper or interfere with the proper functioning of any part, page or area of the Site;
  9.         you will not attempt to interfere with service to any End User in any manner, including, without limitation, by means of submitting a virus to the Service, or attempts at overloading, “flooding”, “spamming”, “mail bombing” or “crashing” the Service;
  10.         you will not send bulk unsolicited emails (“Spam”), facilitate or cooperate in the dissemination of Spam or otherwise violate the CAN-Spam Act of 2003 in any way using any information you obtain from the Service;
  11.         you will not use the Service to compete, directly or indirectly with Splitbud;
  12.         you will not access, monitor or copy any content or information from the Service using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission;
  13. you will not aggregate any information from the Service with material from other sites or on a secondary site without our express written permission;
  14. you will not act illegally or maliciously against the business interests or reputation of Splitbud, the Site or the Service; and
  15.         you will not hyperlink to the Site from any other website without our initial and ongoing consent; and
  16. you will not use any information obtained from the Service to advertise to, solicit, or sell to any other End User.

17.  In addition to agreeing to the other terms of this Agreement, if you submit Content via the Site, you agree, represent, warrant and acknowledge to Splitbud that:

  1.         you are responsible for all Content you submit;
  2.         you have all necessary rights and hereby grant us a perpetual, worldwide, non-exclusive, royalty-free, fully paid-up, non-revocable, sub-licenseable and fully transferable license to use, reproduce, distribute, prepare derivative works of, modify, display, perform, and otherwise exploit all or any portion of the Content in connection with the Service and our business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels, now existing or hereafter developed;
  3.            Splitbud will not provide you with indications, markings or anything else that may aid you in determining whether any particular Content is copyrighted or trademarked;
  4.         you grant each End User a non-exclusive license to access your posted Content through the Service, and to use, reproduce, distribute, prepare derivative works of, display, perform, and otherwise exploit such Content as permitted through the functionality of the Service and under these Terms;  
  5.         no compensation will be paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the Service;
  6.         you will not submit Content that is false, inaccurate, misleading, libelous, defamatory, indecent, obscene, pornographic, hateful, racially or ethnically offensive; that encourages conduct that would be considered a criminal offense; that gives rise to civil liability; that violates any law; or that is otherwise inappropriate; and
  7.         you will not submit Content that would violate the property rights of others, including unauthorized copyrighted text, images or programs, trade secrets or other confidential proprietary information, and trademarks or service marks used in an infringing fashion.

18.  All Content is the sole responsibility of each End User who submits such Content. We may not monitor or control the Content posted via the Site and, we cannot take responsibility for such Content. Any use or reliance on any Content or materials posted on or via the Site or obtained by you through the Service is at your own risk.  Content appearing on the Service may contain rumors, speculation, assumptions, opinions and other unverified information from our End Users.  We may delete Content, in whole or in part, that in the sole judgment of the Company violates these Terms or may harm the reputation of the Service or the Company. We do not endorse, support, verify, ratify, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or information posted on or via the Site or endorse or ratify any opinions expressed via the Site by third parties. You understand that by using the Service, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate and Content may contain erroneous and inaccurate information. Under no circumstances will Splitbud be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, e-mailed, submitted, transmitted or otherwise made available via the Service or broadcast elsewhere. To the extent permitted under applicable laws, you hereby release Splitbud from any and all claims or liability related to any act, inaction or omission by you or any third party, due to your use of the Service, or such third-party’s use of the Site and any Content that you or any third party may submit to the Service, or any use of or reliance by you on any Content or materials posted on or obtained via the Site.  

19.   You are prohibited from uploading images unless they are the lawful copyright owner. Other images may be obtained from third party sources only when doing so constitutes fair use under Section 107 of the U.S. Copyright Act (17 U.S.C. § 107) Splitbud complies with the provisions of the Digital Millennium Copyright Act (the “DCMA”) applicable to internet service providers (17 U.S.C. §512, as amended). If you are a copyright owner and you believe the use of your images on the Service is infringing in any way, please contact our DCMA Designated Agent immediately at the address below and provide at a minimum the following information:

(i)         Your name, address, telephone number, and e-mail address;

(ii)         A description of the copyrighted work that you claim has been infringed;

(iii)         A description of where the copyrighted work that you claim has been infringed is located;

(iv)         A statement by you that you have a good faith belief that the disputed use has not been authorized by         you, your agent, or the law;

(v)         Your electronic or physical signature or the electronic or physical signature of the person authorized         to act on your behalf (this may be your full name typed at the end of your notice); and

(vi)         A statement by you, made under penalty of perjury, that the information in your notice is accurate         and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

NOTE: If you submit a removal request and you are NOT the copyright owner, or if you make any false statement in your demand (including a statement that our use of images is infringing when the use is clearly fair), you should be aware that the law imposes substantial liability for any damages and any attorney’s fees incurred as a result (17 U.S.C. §512(f)).

We will promptly consider any valid take down demand as long as the demand meets all requirements of the DMCA and as long as the specific use of the image(s) is not clearly fair use. For purposes of clarity — our promise to review your notice does not constitute a promise, either expressed or implied, to remove any Content from the Service.

If Content that you have posted to the Service has been removed or disabled, you may file a counter notice pursuant to 17 U.S.C. §512 (g). To be effective, the counter notice must be a written communication sent to our DCMA Designated Agent at the address listed below that includes the following:

(i)         your physical or electronic signature;

(ii)         identification of the material that has been removed or to which access has been disabled and the         location at which the material appeared before it was removed or access to it was disabled;

(iii)         a statement under penalty of perjury that you have a good faith belief that the material was removed         or disabled as a result of mistake or misidentification of the material to be removed or disabled; and

(iv)          your name, address, and telephone number, and a statement that you consent to the jurisdiction of         Federal District Court for the judicial district in which the address is located or, if your address is         outside of the United States, for any judicial district in which Splitbud may be found, and that you         will accept service of process from the person who provided notification under subsection 17 U.S.C.         §512 (c)(1)(C) or an agent of such person.

Splitbud’s DCMA Designated Agent:

M. Salman

DCMA@splitbud.com

20.  We may receive, gather, collect, retain, disclose, and otherwise use, certain personally-identifying and other information about you and any Account created on your behalf in a manner governed by our Privacy Policy. You agree that all such information may be used by the Company without any monetary compensation to you and in consideration for the various valuable services and content provided or made available to you through the Service. For information about our privacy practices, please read Splitbud’s Privacy Policy (click //here//), which is hereby incorporated into these Terms. This policy explains how Splitbud treats your personal information when you access and use the Service. The policy may be updated from time to time at our discretion. Changes will be effective upon posting to the Service.

21.  Splitbud does not warrant that the Service will operate error-free or without downtime.  You acknowledge that there may be interruptions in service that are beyond our control. While we use reasonable efforts to keep the Service accessible, the Service may be unavailable from time to time for any reason including, without limitation, routine maintenance. You understand and acknowledge that due to circumstances both within and outside of our control access to the Service may be interrupted, suspended or terminated.  Splitbud retains the right at our sole discretion to deny service, or access to the Service to anyone or an account, at any time and for any reason.

22.  Because we do not control the security of the Internet or other networks, or any devices or equipment you use to access the Service or otherwise communicate with us, Splitbud can’t be, and is not responsible for, the security of information that you choose to communicate with Splitbud and the Service while it is being transmitted.  In addition, Splitbud is not responsible for any data lost during transmission. You are responsible for obtaining and maintaining the computer, smartphone and other equipment you use to access the Service, and for paying for such equipment and any telecommunications charges. We are not liable for any loss or damage you suffer arising from damage to equipment used in connection with the use of the Service.

23.  YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. NEITHER SPLITBUD, ITS SUBSIDIARIES, AFFILIATES NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, THIRD-PARTY CONTENT OR SERVICE PROVIDERS OR LICENSORS, OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, WARRANT THAT (A) THE USE OF THE SERVICE OR ANY APPLICATION WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, APPLICATION, SYSTEM OR DATA, (B) THE SERVICE OR APPLICATION WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (C) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (D) ERRORS OR DEFECTS IN THE SERVICE OR APPLICATION WILL BE CORRECTED, OR (E) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICE AND APPLICATION IS PROVIDED TO YOU STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY THE COMPANY. THE COMPANY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, SAFETY, TIMELINESS, QUALITY, SUITABILITY OR AVAILABILITY OF ANY SERVICES, PRODUCTS OR GOODS OBTAINED BY THIRD PARTIES THROUGH THE USE OF THE SERVICE OR APPLICATION. YOU ACKNOWLEDGE AND AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE APPLICATION AND SERVICE, AND ANY THIRD PARTY SERVICES OR PRODUCTS REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED BY LAW.

.

        IN NO EVENT SHALL THE COMPANY BE LIABLE TO ANYONE FOR (I) ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING PERSONAL INJURY, LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE), (II) ANY LOSS, DAMAGE OR INJURY WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS, DAMAGE OR INJURY ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICE OR APPLICATION, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICE OR APPLICATION, (III) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY THIRD PARTY WHOSE ADVERTISING APPEARS ON THE WEBSITE OR IS REFERRED BY THE SERVICE, EVEN IF THE COMPANY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

        THE COMPANY DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS ON OR SCREENINGS OF ITS END USERS OR ATTEMPT TO VERIFY THE STATEMENTS OF ITS END USERS. THE COMPANY WILL NOT ASSESS THE SUITABILITY, LEGALITY OR ABILITY OF ANY SUPPLIER, DISPENSARY OR OTHER END USER TO USE THE SERVICE OR APPLICATION. THE QUALITY OF THE CANNABIS FLOWER PURCHASED BY YOU IS YOUR RESPONSIBILITY. YOU UNDERSTAND, THEREFORE, THAT BY USING THE APPLICATION AND THE SERVICE, YOU MAY BE EXPOSED TO CANNABIS FLOWER THAT IS POTENTIALLY DANGEROUS, OFFENSIVE, UNSAFE OR OTHERWISE OBJECTIONABLE, AND THAT YOU USE THE SERVICE AT YOUR OWN RISK. YOU EXPRESSLY WAIVE AND RELEASE THE COMPANY FROM ANY AND ALL ANY LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO ANY THIRD PARTY SOURCE OF ANY CANNABIS PRODUCT. YOU ACKNOWLEDGE THAT A THIRD PARTY PROVIDING CANNABIS FLOWER MAY NOT BE PROFESSIONALLY LICENSED OR PERMITTED. THE COMPANY WILL NOT BE A PARTY TO DISPUTES, NEGOTIATIONS OF DISPUTES BETWEEN YOU AND ANY END USER. WE CANNOT AND WILL NOT PLAY ANY ROLE IN MANAGING PAYMENTS BETWEEN YOU AND ANY END USER. RESPONSIBILITY FOR THE DECISIONS YOU MAKE REGARDING USE OF THE SERVICES (WITH ALL ITS IMPLICATIONS) RESTS SOLELY WITH YOU AND YOU EXPRESSLY WAIVE AND RELEASE THE COMPANY FROM ANY AND ALL LIABILITY, CLAIMS, CAUSES OF ACTION, OR DAMAGES ARISING FROM YOUR USE OF THE SERVICE, OR APPLICATION, OR IN ANY WAY RELATED TO THE END USERS INTRODUCED TO YOU BY THE SERVICE.

        SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF WARRANTIES OR OF LIABILITY FOR CERTAIN TYPES OF DAMAGES, SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

24.  You agree to defend, indemnify and hold harmless Splitbud, its subsidiaries, affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, proceedings, suits, liabilities, losses, damages, costs, expenses including attorneys’ fees, arising out of or related to any use by you of the Service or information you obtain from the Service, any breach by you of any provisions of this Agreement, or any claim by any third party who suffers any injury in connection with your use of the Service or any Content you submit to the Service.  Splitbud reserves the right to assume the sole control of the defense and settlement of any claim, action, suit or proceeding for which you are obliged to provide indemnification hereunder.  You agree that you will cooperate with Splitbud with respect to such defense and settlement. In the event of your breach or threatened breach of any provision of these Terms, Company may, in addition to all other remedies, immediately obtain and enforce injunctive relief prohibiting the breach or compelling specific performance. NOTHING STATED IN THESE TERMS SHALL BE DEEMED TO EXCLUDE OR LIMIT YOUR LIABILITY IN RESPECT OF ANY INDEMNITY GIVEN BY YOU UNDER THESE TERMS.

25. You acknowledge that you are aware of the following provisions of section 1542 of the California Civil Code:

“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.”

You expressly and voluntarily waive each and all claims, rights, or benefits you have or may have, whether such claims are currently known, unknown, foreseen or unforeseen, under section 1542 of the California Civil Code, or any other similar law of any other jurisdiction, to the full extent that it may lawfully waive such claims, rights and benefits in connection with this release.

26. . This Agreement shall be governed by the laws of the State of California, without regard to its choice of law rules and without regard to conflicts of laws principles.  Arbitration will take place in Los Angeles, California.  You agree that any dispute, claim or controversy arising out of or relating to the Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Service (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights. Any dispute that arises or relates to these Terms, will be referred and finally decided by a confidential arbitration in an expedited manner in accordance with the JAMS Comprehensive Arbitration Rules & Procedures. The Arbitral Tribunal shall consist of a single arbitrator who shall be a retired Federal District Judge, or appointed by mutual agreement of the parties to the Arbitration. In case the parties cannot agree on the selection of an Arbitrator, the Arbitrator will be chosen at random from the JAMS Panel of said judges. The arbitration language will be English. The arbitration award must be made within one hundred and twenty days from the start of the arbitration. You further agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service of these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. To the extent legal to do so, you waive any objections to governing law, jurisdiction and venue. Unless both you and the Company otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. BY USING THE SERVICE AND PURSUANT TO THESE TERMS, YOU KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE YOUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.

27. Everything located on the Site is the exclusive property of Splitbud or is being used with permission. Without limitation of the foregoing, all the text, images, sound, music, marks, logos, compilations (meaning the collection, arrangement and assembly of information) and other content on the Service, other than Content provided by End Users (collectively, the “Site Content”), and all software embodied in the Site or otherwise used by Splitbud to deliver the Service (“Software”), is proprietary to us or to third parties and are protected by copyright and other intellectual property laws.   Except as otherwise permitted by this Agreement, any use, modification, copying, redistribution, transmitting, displaying, reproducing, publishing, licensing, exploitation, creating derivative works, posting, linking, deep linking, sale, decompilation, modification, reverse engineering, translation or disassembly of the Service, the Software or Site content is prohibited without the express written permission of Splitbud. Any violation of this requirement may result in a copyright, trademark or other intellectual property right infringement that may subject you to civil and/or criminal penalties.

28. The Splitbud logo and the mark “Splitbud” are registered or unregistered trademarks of Splitbud. The Service may also feature the logos, trademarks and service marks of third parties, and each owner retains all rights in such marks.  Any use of such marks, or any others displayed on the Site, will inure solely to the benefit of their respective owners.

29.  No delay or omission by Splitbud in exercising any of its rights occurring upon any noncompliance or default by you with respect to any of the Terms will impair any such right or be construed to be a waiver thereof, and a waiver by Splitbud of any of the covenants, conditions or agreements to be performed by you will not be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement hereof contained.  

30.  If any provision of these Terms or the application thereof to any End User or circumstance shall, to any extent, be invalid or unenforceable, the remainder of the Terms, or the application of such terms or provisions to End Users or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each provision of these Terms shall be valid and be enforced to the fullest extent permitted by Law.

31.  Except as otherwise expressly provided herein, these Terms set forth the entire agreement between you and the Company regarding its subject matter, and supersedes all prior discussions, promises, agreements or representations between the parties, whether written or oral, regarding such subject matter. You shall not assign or transfer this Agreement or any right or obligation hereunder to any third party.  

 

32. You may give notice to the Company (such notice shall be deemed given when received by the Company) at any time by sending an email to: hello@splitbud.com; Please specify the reason for the email in the subject line so it can be forwarded to the proper department.

2890-1002 / 1455458.1