Terms of Use
The website located at https://avenrowlabs.com/, together with any websites, applications, tools, APIs, dashboards, interfaces, and related services owned or operated by Avenrow Labs, LLC that are listed, linked, or claimed on https://avenrowlabs.com/ or that otherwise identify Avenrow Labs, LLC as the operator, whether accessed through the company website, a product-specific domain, a subdomain, an app store listing, an API endpoint, or another interface, are referred to in these Terms as the "Services".
The Services are operated by Avenrow Labs, LLC ("Company", "Avenrow Labs", "we", "us", or "our"). Certain Services, products, subscriptions, or features may be subject to additional product-specific terms, order forms, checkout terms, subscription terms, refund policies, guidelines, or rules that are posted or made available in connection with those Services or features. Those additional terms are incorporated into these Terms by reference. If product-specific terms conflict with these Terms, the product-specific terms control only for the applicable product, subscription, or feature.
These Terms of Use (these "Terms") set forth the legally binding terms and conditions that govern your access to and use of the Services. By accessing or using the Services, you accept these Terms on behalf of yourself or the entity that you represent, and you represent and warrant that you have the right, authority, and capacity to enter into these Terms on behalf of yourself or that entity. You may not access or use the Services or accept these Terms if you are not at least 18 years old. If you do not agree with all of these Terms, do not access or use the Services.
Our collection and use of personal information is described in our Privacy Policy. Your use of the Services is also subject to any applicable Acceptable Use Policy, AI and Generated Output Terms, Refund, Cancellation, and Digital Delivery Policy, Cookie Notice, Copyright and IP Policy, Product Terms Addendum, Data Processing Addendum, and product-specific terms that are posted or made available in connection with the Services. Certain Services or features may include additional notices about how information is collected, processed, or used.
PLEASE BE AWARE THAT SECTION 10.2 CONTAINS PROVISIONS GOVERNING HOW TO RESOLVE DISPUTES BETWEEN YOU AND COMPANY. AMONG OTHER THINGS, SECTION 10.2 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT DISPUTES BETWEEN YOU AND US BE RESOLVED BY BINDING AND FINAL ARBITRATION. SECTION 10.2 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ SECTION 10.2 CAREFULLY.
UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN 30 DAYS: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.
1. ACCOUNTS
1.1 Account Creation. In order to use certain features of the Services, you may need to register for an account ("Account") and provide certain information as prompted by the account registration form. You represent and warrant that all required registration information you submit is truthful, accurate, current, and complete, and that you will maintain the accuracy of that information. You may delete your Account at any time by following the instructions made available through the Services or by contacting us. Company may suspend or terminate your Account in accordance with Section 8.
1.2 Account Responsibilities. You are responsible for maintaining the confidentiality of your Account login information and for all activities that occur under your Account. You agree to promptly notify Company of any unauthorized use, suspected unauthorized use, or other breach of security involving your Account. Company cannot and will not be liable for any loss or damage arising from your failure to comply with these requirements.
2. ACCESS TO THE SERVICES
2.1 License. Subject to these Terms, Company grants you a non-transferable, non-exclusive, revocable, limited license to access and use the Services solely for your personal, internal business, or other authorized commercial use, in accordance with these Terms and any applicable product-specific terms.
2.2 Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you may not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services except as expressly permitted by Company or applicable product-specific terms; (b) you may not modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the Services, except to the extent such restriction is prohibited by applicable law; (c) you may not access the Services in order to build a similar or competitive website, product, or service; (d) you may not use the Services to scrape, mine, harvest, or extract data except as expressly allowed by Company or applicable law; and (e) except as expressly stated in these Terms or product-specific terms, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or addition to the Services will be subject to these Terms. All copyright and proprietary notices on the Services or content displayed through the Services must be retained on all copies.
2.3 Modification. Company reserves the right, at any time, to modify, suspend, or discontinue the Services, in whole or in part, with or without notice to you. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Services or any part of them.
2.4 Support and Maintenance. Company may provide support resources or customer support for certain Services at its discretion or as described in applicable product-specific terms. Unless expressly stated, Company has no obligation to provide any particular support, maintenance, uptime, updates, or continued availability for the Services.
2.5 Ownership. Excluding User Content that you provide, you acknowledge that all intellectual property rights in the Services and their content, including copyrights, patents, trademarks, service marks, trade names, trade secrets, software, designs, interfaces, workflows, and documentation, are owned by Company or Company's suppliers and licensors. These Terms do not transfer to you or any third party any right, title, or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 2.1. Company and its suppliers and licensors reserve all rights not granted in these Terms. There are no implied licenses under these Terms.
2.6 Feedback. If you provide Company with feedback, suggestions, ideas, bug reports, or recommendations regarding the Services ("Feedback"), you assign to Company all rights in that Feedback and agree that Company may use and exploit the Feedback in any manner it deems appropriate, without restriction or compensation to you. Company will treat Feedback as non-confidential and non-proprietary. Do not submit information or ideas that you consider confidential or proprietary.
2.7 Product-Specific Terms; Paid Services. Certain Services may be subject to product-specific terms, feature rules, order forms, checkout terms, subscription terms, usage limits, cancellation terms, refund policies, delivery terms, or fulfillment terms. If you purchase a paid Service, you agree to pay all applicable fees, taxes, and charges disclosed at checkout or in the applicable product terms. Unless stated otherwise, subscriptions renew until canceled, digital products and generated outputs are delivered electronically, and refunds are provided only as described in the applicable product terms, checkout terms, Refund, Cancellation, and Digital Delivery Policy, or as required by law.
3. USER CONTENT, OUTPUTS, AND ACCEPTABLE USE
3.1 User Content. "User Content" means any information, files, prompts, scripts, recordings, text, documents, data, images, audio, video, messages, instructions, examples, or other materials that a user submits to, uploads to, enters into, stores in, transmits through, or otherwise uses with the Services. You are solely responsible for your User Content. You assume all risks associated with your User Content, including reliance on its accuracy, completeness, legality, or usefulness, and any disclosure of User Content that personally identifies you or any third party. You represent and warrant that your User Content does not violate these Terms, our Acceptable Use Policy, applicable law, or any third-party rights. Company is not obligated to back up User Content, and User Content may be deleted at any time. You are responsible for maintaining your own backup copies of User Content if you desire.
3.2 User Content License. You retain any ownership rights you have in your User Content. You grant Company a worldwide, non-exclusive, royalty-free, fully paid license to host, copy, process, transmit, display, perform, modify, format, analyze, and otherwise use your User Content solely as necessary to operate, provide, maintain, secure, support, and improve the Services; comply with law; enforce these Terms; prevent abuse; and as otherwise described in our Privacy Policy or applicable product-specific terms. You represent and warrant that you have all rights necessary to grant this license.
3.3 Outputs. Some Services may use artificial intelligence, language models, speech, audio, document-processing, or other automated systems to generate, transform, summarize, format, analyze, or suggest text, audio, prompts, scripts, stories, job-search materials, documents, code, workflows, or other materials ("Outputs"). As between you and Company, and to the extent permitted by applicable law and third-party terms, you may use Outputs generated for you through the Services for your personal or internal business purposes, subject to these Terms and any product-specific terms. Outputs may not be unique, and other users may receive similar or identical outputs. Company does not represent that Outputs are protectable by intellectual property rights or that Outputs will not infringe or conflict with third-party rights.
3.4 Responsibility for Outputs. Outputs may be inaccurate, incomplete, offensive, outdated, misleading, or unsuitable for your use. You are responsible for reviewing, editing, testing, and deciding whether to use any Output. The Services and Outputs do not provide legal, financial, medical, employment, hiring, compliance, tax, accounting, or other professional advice. Company does not guarantee job placement, hiring outcomes, publication results, customer responses, audio compatibility, telephony compatibility, regulatory compliance, business results, or any other result. You are responsible for your use of User Content and Outputs, including ensuring that they comply with applicable law, third-party rights, and any platform, telecom, app store, marketplace, or other third-party policies where you use them.
3.5 Communications, Telephony, and Audio Use. If you use the Services to create, format, analyze, or deploy scripts, prompts, recordings, audio, voice materials, call flows, customer communications, phone-system content, or similar materials, you are solely responsible for obtaining any required consents and complying with applicable laws and rules, including laws relating to call recording, telemarketing, spam, customer communications, privacy, consumer protection, and telecommunications.
3.6 Acceptable Use Policy. You agree not to use the Services to collect, upload, transmit, display, generate, distribute, or otherwise process any User Content or Output: (a) that violates any third-party right, including copyright, trademark, patent, trade secret, moral right, privacy right, publicity right, or other intellectual property or proprietary right; (b) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another's privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, or promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual; (c) that is harmful to minors; (d) that violates any law, regulation, obligation, or restriction imposed by any third party; or (e) that is otherwise objectionable in Company's sole discretion. Additional acceptable-use rules may be set out in our Acceptable Use Policy and AI and Generated Output Terms.
3.7 Prohibited Conduct. In addition, you agree not to: (a) upload, transmit, or distribute through the Services any viruses, worms, malware, or software intended to damage or alter a computer system or data; (b) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or duplicative or unsolicited messages; (c) harvest, collect, gather, or assemble information or data regarding other users without their consent; (d) interfere with, disrupt, or create an undue burden on servers or networks connected to the Services; (e) attempt to gain unauthorized access to the Services or any computer systems or networks connected to or used with the Services; (f) harass or interfere with another user's use and enjoyment of the Services; (g) use software, bots, automated agents, or scripts to produce multiple accounts, generate automated requests, or scrape, strip, or mine data from the Services, except that public search engines may use spiders to copy materials from public web pages for the sole purpose of creating publicly available searchable indices, subject to our robots.txt file and other technical restrictions; or (h) use the Services in a manner that creates legal, security, operational, reputational, or business risk for Company or any third party.
3.8 Enforcement. We reserve the right, but have no obligation, to review, refuse, remove, disable, or modify any User Content or Output in our sole discretion, and to investigate or take appropriate action against you if you violate these Terms, our Acceptable Use Policy, product-specific terms, or applicable law, or otherwise create liability for us or any other person. Such action may include removing or modifying User Content, suspending or terminating your Account, limiting access to the Services, and reporting you to law enforcement authorities.
4. INDEMNIFICATION
You agree to indemnify and hold Company and its officers, directors, employees, contractors, agents, affiliates, successors, and assigns harmless, including costs and attorneys' fees, from any claim or demand made by any third party due to or arising out of: (a) your use of the Services; (b) your User Content or Outputs; (c) your violation of these Terms or product-specific terms; (d) your violation of applicable laws or regulations; or (e) your violation of any third-party rights. Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of those claims. You agree not to settle any matter without Company's prior written consent. Company will use reasonable efforts to notify you of any such claim, action, or proceeding after becoming aware of it.
5. THIRD-PARTY LINKS, THIRD-PARTY SERVICES, AND OTHER USERS
5.1 Third-Party Links and Services. The Services may contain links to third-party websites, products, services, integrations, platforms, models, infrastructure, or advertisements (collectively, "Third-Party Services"). Third-Party Services are not under Company's control, and Company is not responsible for them. Company provides access to Third-Party Services only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations regarding them. You use Third-Party Services at your own risk. When you use Third-Party Services, the applicable third party's terms and policies apply, including privacy and data practices.
5.2 Other Users. Each user is solely responsible for its own User Content and use of the Services. Since we do not control User Content, you acknowledge and agree that we are not responsible for User Content, whether provided by you or by others. We make no guarantees regarding the accuracy, currency, suitability, appropriateness, legality, or quality of User Content. Your interactions with other users are solely between you and those users. Company will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between users, Company has no obligation to become involved.
5.3 Release. You release and forever discharge Company and its officers, directors, employees, contractors, agents, affiliates, successors, and assigns from each and every past, present, and future dispute, claim, controversy, demand, right, obligation, liability, action, and cause of action of every kind and nature that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Services, including any interactions with other users or Third-Party Services. If you are a California resident, you waive California Civil Code Section 1542, 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."
6. DISCLAIMERS
THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND COMPANY AND ITS SUPPLIERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, NON-INFRINGEMENT, AND AVAILABILITY. COMPANY AND ITS SUPPLIERS AND LICENSORS MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE, OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL CODE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICES, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO 90 DAYS FROM THE DATE OF FIRST USE.
WITHOUT LIMITING THE FOREGOING, COMPANY DOES NOT GUARANTEE THAT ANY GENERATED, FORMATTED, RECOMMENDED, ANALYZED, OR TRANSFORMED CONTENT WILL BE ACCURATE, COMPLETE, LEGALLY COMPLIANT, ACCEPTED BY A THIRD PARTY, COMPATIBLE WITH A PARTICULAR PLATFORM OR SYSTEM, OR SUITABLE FOR YOUR PARTICULAR PURPOSE. YOU ARE RESPONSIBLE FOR INDEPENDENTLY REVIEWING, TESTING, AND VERIFYING CONTENT, SCRIPTS, AUDIO, DOCUMENTS, JOB-SEARCH MATERIALS, PROMPTS, WORKFLOWS, AND OTHER MATERIALS BEFORE USING THEM.
Some jurisdictions do not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you. Some jurisdictions do not allow limitations on how long an implied warranty lasts, so some of the above limitations may not apply to you.
7. LIMITATION ON LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL COMPANY OR ITS SUPPLIERS OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS, PRODUCT-SPECIFIC TERMS, OR YOUR USE OF OR INABILITY TO USE THE SERVICES, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO AND USE OF THE SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE, COMPUTER SYSTEM, NETWORK, DATA, BUSINESS, OR CONTENT RESULTING FROM SUCH ACCESS OR USE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY, COMPANY'S TOTAL LIABILITY TO YOU FOR DAMAGES ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICES, REGARDLESS OF THE CAUSE OF ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU PAID COMPANY FOR THE APPLICABLE SERVICE IN THE THREE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR (B) FIFTY U.S. DOLLARS (US $50). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT COMPANY'S SUPPLIERS AND LICENSORS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THESE TERMS OR THE SERVICES.
Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so some of the above limitations or exclusions may not apply to you.
8. TERM AND TERMINATION
These Terms remain in full force and effect while you use the Services. We may suspend or terminate your rights to use the Services, including your Account, at any time for any reason at our sole discretion, including for any use of the Services in violation of these Terms or product-specific terms. Upon termination of your rights under these Terms, your Account and right to access and use the Services will terminate immediately. Termination of your Account may involve deletion of User Content associated with your Account from our live databases. Company will not have any liability to you for any termination of your rights, termination of your Account, or deletion of User Content. Even after your rights under these Terms are terminated, the following provisions will remain in effect: Sections 2.2 through 2.7, Section 3, and Sections 4 through 10.
9. COPYRIGHT POLICY AND INTELLECTUAL PROPERTY NOTICES
Company respects the intellectual property rights of others and asks users of the Services to do the same. In connection with the Services, we have adopted a policy that provides for the removal of materials that we believe may infringe intellectual property rights and for the termination, in appropriate circumstances, of users who are repeat infringers.
If you believe that material available through the Services infringes a copyright or other intellectual property right, please send a written notice to legal@avenrowlabs.com that includes:
1. your physical or electronic signature;
2. identification of the copyrighted work or other intellectual property right that you claim has been infringed;
3. identification of the material on the Services that you claim is infringing and that you request us to remove or disable;
4. sufficient information to permit us to locate the material;
5. your address, telephone number, and email address;
6. a statement that you have a good faith belief that use of the material is not authorized by the owner, its agent, or the law; and
7. a statement that the information in the notice is accurate and, under penalty of perjury, that you are the owner of the right allegedly infringed or are authorized to act on behalf of the owner.
Knowingly submitting a false or misleading notice may expose the complaining party to liability for damages, costs, and attorneys' fees under applicable law.
Copyright notices and intellectual property concerns may be sent to legal@avenrowlabs.com. Additional procedures may be set out in our Copyright and IP Policy.
10. GENERAL
10.1 Changes. These Terms are subject to occasional revision. If we make substantial changes, we may notify you by email to the last email address you provided to us, by posting notice through the Services, or by other reasonable means. Any changes to these Terms will be effective upon the earlier of 30 calendar days after dispatch of an email notice, 30 calendar days after posting notice through the Services, or your consent to the updated Terms. Changes addressing new functions of the Services or changes made for legal reasons may be effective immediately. Continued use of the Services after notice of changes indicates your acknowledgment of and agreement to the updated Terms. Please keep your email address current.
10.2 Dispute Resolution. Please read this Section 10.2 carefully. It is part of your contract with Company and affects your rights. It contains procedures for mandatory binding arbitration and a class action waiver.
- (a) Applicability of Arbitration Agreement. Subject to the terms of this Section 10.2, you and Company agree that any dispute, claim, or request for relief relating in any way to the Services, these Terms, or communications from us (each, a "Dispute") will be resolved by binding arbitration rather than in court, except that: (1) you and Company may assert claims or seek relief in small claims court if the claims qualify and remain in small claims court; and (2) you or Company may seek equitable relief in court for infringement or other misuse of intellectual property rights, including copyrights, trademarks, trade names, logos, trade secrets, or patents.
- (b) Informal Dispute Resolution. Before either party begins arbitration, the party must first send the other party a written notice of the Dispute ("Notice") describing the nature and basis of the Dispute and the requested relief. Notices to Company must be sent to Avenrow Labs, LLC, 169 Madison Ave, STE 68016, New York, New York 10016, or by email to legal@avenrowlabs.com. After the Notice is received, you and Company will attempt in good faith to resolve the Dispute informally. If you and Company do not resolve the Dispute within 60 days after the Notice is received, either party may begin arbitration.
- (c) Arbitration Rules and Forum. These Terms evidence a transaction involving interstate commerce, and the Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. The arbitration will be conducted by JAMS under its applicable rules. JAMS rules are available at https://www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is unavailable, the parties will select an alternative arbitration provider. Unless you and Company agree otherwise, the arbitration will be conducted in the county where you reside or at another location reasonably determined by the arbitrator. The arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of arbitration.
- (d) Authority of Arbitrator. The arbitrator will have authority to resolve all Disputes subject to arbitration, including disputes about the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, except that a court of competent jurisdiction will decide: (1) disputes arising out of or relating to the class action waiver in Section 10.2(f); (2) disputes about the payment of arbitration fees; (3) disputes about whether either party has satisfied a condition precedent to arbitration; and (4) disputes about which version of this Arbitration Agreement applies. The arbitrator may grant motions dispositive of all or part of any claim, award monetary damages, and grant any non-monetary remedy or relief available to an individual party under applicable law, the arbitration provider's rules, and these Terms. The arbitrator will issue a written award and statement of decision. The award is final and binding, and judgment on the award may be entered in any court having jurisdiction.
- (e) Waiver of Jury Trial. EXCEPT AS EXPRESSLY PROVIDED IN SECTION 10.2(a), YOU AND COMPANY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL BEFORE A JUDGE OR JURY. You and Company are instead electing that Disputes be resolved by arbitration under this Arbitration Agreement.
- (f) Waiver of Class or Other Non-Individualized Relief. YOU AND COMPANY AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, COLLECTIVE, OR MASS ACTION BASIS. THE PARTIES WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. This paragraph does not prevent either party from participating in a class-wide settlement.
- (g) Attorneys' Fees and Costs. The parties will bear their own attorneys' fees and costs in arbitration unless the arbitrator finds that the substance of the Dispute or the relief sought was frivolous or brought for an improper purpose. If either party invokes a court of competent jurisdiction to compel arbitration, the party that obtains an order compelling arbitration may recover reasonable costs, necessary disbursements, and reasonable attorneys' fees incurred in securing that order.
- (h) 30-Day Right to Opt Out. You may opt out of this Arbitration Agreement by sending written notice of your decision to opt out to Avenrow Labs, LLC, 169 Madison Ave, STE 68016, New York, New York 10016, or by email to legal@avenrowlabs.com, within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name, address, and a clear statement that you want to opt out of this Arbitration Agreement. If you opt out, all other parts of these Terms will continue to apply. Opting out has no effect on any other arbitration agreement that you may currently have with us or may enter into with us in the future.
- (i) Invalidity; Survival. Except for the class action waiver in Section 10.2(f), if any part of this Arbitration Agreement is found to be invalid or unenforceable, that specific part will be severed and the rest of the Arbitration Agreement will remain in full force and effect. This Arbitration Agreement will survive termination of your relationship with Company.
- (j) Modification. If Company makes a future material change to this Arbitration Agreement, you may reject that change within 30 days after the change becomes effective by writing to Company at Avenrow Labs, LLC, 169 Madison Ave, STE 68016, New York, New York 10016, or by email to legal@avenrowlabs.com. If you reject a change, the version of the Arbitration Agreement that applied before the rejected change will continue to apply to you.
10.3 Governing Law. These Terms and any Dispute not subject to arbitration will be governed by the laws of the State of Delaware, without regard to conflict of law principles, except that the Federal Arbitration Act governs the interpretation and enforcement of Section 10.2.
10.4 Export. The Services may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Company or any products utilizing such data in violation of U.S. export laws or regulations.
10.5 Disclosures. Company is located at the address in Section 10.9. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting it in writing at 1625 North Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at (800) 952-5210.
10.6 Electronic Communications. Communications between you and Company may use electronic means, whether you use the Services, send us emails, or receive notices from us through the Services or by email. For contractual purposes, you consent to receive communications from Company in electronic form, and you agree that all terms, conditions, agreements, notices, disclosures, and other communications that Company provides electronically satisfy any legal requirement that those communications would satisfy if they were in hardcopy writing. The foregoing does not affect your non-waivable rights.
10.7 Entire Terms. These Terms, together with any applicable product-specific terms and policies incorporated by reference, constitute the entire agreement between you and Company regarding the Services. Our failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of that right or provision. Section titles are for convenience only and have no legal or contractual effect. The word "including" means "including without limitation". If any provision of these Terms is held invalid or unenforceable, the other provisions will remain unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Company is that of an independent contractor, and neither party is an agent or partner of the other. You may not assign, subcontract, delegate, or otherwise transfer these Terms or your rights or obligations without Company's prior written consent, and any attempted assignment in violation of this provision will be null and void. Company may freely assign these Terms. These Terms will be binding upon permitted assignees.
10.8 Copyright and Trademark Information. Copyright (c) 2026 Avenrow Labs, LLC. All rights reserved. All trademarks, logos, trade names, and service marks displayed on or through the Services are the property of Company or the property of third parties. You may not use these marks without the prior written consent of Company or the applicable third-party owner.
10.9 Contact Information.
Avenrow Labs, LLC
169 Madison Ave
STE 68016
New York, New York 10016
Email: legal@avenrowlabs.com