uBiota

Terms of Service

1. Definitions

  • "uBiota" means uBiota, LLC, whose principal place of business is at 2500 S. State St. D224, Salt Lake City, UT.
  • "Sample" means any material submitted to uBiota for analysis, including but not limited to fecal, buccal vaginal or skin swabs as well as soils, plants or tissues.
  • "Service" or "Services" means uBiota's products, software, services, and website as accessed from time to time by the user, regardless if the use is in connection with an account or not.
  • "Personal Information" is information that can be used to identify you, either alone or in combination with other information. uBiota collects and stores the following types of Personal Information:
  • "Registration Information" is information that we collect from you when you purchase or sign up for our Services. Examples of such information include your name, credit card information, billing and shipping addresses, and contact information, such as email address and telephone number.
  • "Microbiota Information" is information which is generated when you purchase uBiota's Services and your Sample is analyzed and processed or you otherwise contribute or access your Microbiota Information through our Services.
  • "Self-Reported Sample-Associated Information" includes information you provide to us, including but not limited to information about your health conditions, other health-related information, personal traits, ethnicity, and/or family history. We collect this information from you if and when you enter the information into surveys, forms, or features while signed in to your account.
  • "User Content" is all information other than Microbiota Information or Self-Reported Sample-Associated Information generated by users of uBiota Services and transmitted, whether publicly or privately, to uBiota. User Content may include data, text, software, music, audio, photographs, graphics, video, messages, or other materials. User Content does not include Microbiota Information or Self-Reported Sample –Associated Information.
  • "Web Behavior Information" is information on how you use the website (e.g. browser type, domains, page views) collected through log files, cookies, and web beacon technology.

2. Acceptance of Terms

Your use of uBiota’s Services is subject to these Terms of Use (the "Terms"). Except as specified herein, these Terms apply to any use of the Services, including but not limited to (a) submitting a Sample for extracting genetic material of organisms in microbiota, (b) uploading a digital version of your Microbiota Information and interacting with it on the uBiota website, and/or (c) creating and using a free uBiota account without providing your Sample or Microbiota Information.

In order to use the Services, you must first agree to the Terms. You may not use the Services if you do not accept the Terms. You can accept the Terms by actually using the Services. Therefore, you acknowledge and agree that uBiota will treat your use of the Services as acceptance of the Terms from that point onwards. If you do not accept the Terms, you should not use the Services, or if the Terms have changed and you do not accept the changes, you should cease using the Services.

3. Prerequisites

  • 1. Whether you submit your own Sample, a Sample for anyone for whom you have legal authority to agree, or otherwise provide your own Microbiota Information, you may not use the Services and may not accept the Terms if you are not of legal age to form a binding contract with uBiota.
  • 2. In addition to the conditions above, if you contribute or otherwise provide your own Microbiota Information, you must be eighteen (18) years of age or older to agree to these Terms on behalf of yourself or those for whom you have legal authority to agree.

4. Description of the Services

uBiota analyzes microbial communities in Samples provided by researchers or collected by us. Experiments used in the analysis may include sequencing of the ribosomal genes found in nucleic acids we extract from the Sample, full metagenomic (DNA) or transcriptomic (RNA) sequencing, and an analysis of the metabolites and proteins in the Sample. Data generated from these experiments are processed and analyzed using bioinformatics. The results of the ribosomal sequencing analysis may include a quantification of known taxa present in the Sample as well as operational taxonomic units. Other types of data, e.g. metabolomics, proteomics, whole metagenome and transcriptome sequencing will be analyzed as agreed with the contracting researcher on a case-by-case-basis. The result of the testing and analysis are made available on the uBiota website. The raw data pertaining to a Sample can be downloaded by the researcher as well.

5. Risks and Considerations Regarding uBiota Services

uBiota Services have not been submitted to the U.S. Food and Drug Administration ("FDA") for evaluation and have not been approved by the FDA. The Services are not intended to diagnose, predict, treat, cure, or otherwise mitigate any disease or medical condition.

uBiota Services are for research, informational, and educational use only. We do not provide medical advice. The Microbiota Information provided by uBiota is for research, informational, and educational use only. This means many of the discoveries that we report have not been clinically validated. The Services are not intended to be used by the customer for any diagnostic purpose or health decision and are not a substitute for professional medical advice. You should always seek the advice of your physician or other health care provider with any questions you may have regarding diagnosis, cure, treatment, mitigation, or prevention of any disease or other medical condition or impairment or the status of your health.

6. User Representations

By accessing uBiota Services, you agree, acknowledge, warrant and represent as follows:

  • 1. You understand that information you learn from uBiota is not designed to diagnose, prevent, or treat any condition or disease or to ascertain the state of your health in the absence of medical and clinical information. You understand that the uBiota Services are intended for research, informational, and educational purposes only. You acknowledge that uBiota urges you to seek the advice of your physician or other health care provider if you have questions or health related concerns after receiving your Microbiota Information, however your Microbiota Information is a RESEARCH product only and cannot used by physicians to make clinical decisions.
  • 2. You give permission to uBiota, its contractors, successors and assignees to perform testing on your Sample and you specifically request uBiota to disclose the results of analyses performed on your microbiota to you and to others you specifically authorize as set forth in the Privacy Policy.
  • 3. You represent that you are eighteen (18) years of age or older if you are providing a Sample or accessing your Microbiota Information.
  • 4. You guarantee that any Sample you provide is your own or, if you are agreeing to these Terms on behalf of another person, you guarantee that you have legal or other valid authorization to provide the Sample of such person and that the Sample provided will be the Sample of that person.
  • 5. You warrant that you are not an insurance company or an employer attempting to obtain information about an insured person or an employee.
  • 6. You warrant that you are not a data broker or otherwise attempting to obtain research information about another person without such person’s knowledge or authorization.
  • 7. You represent that you are aware that some of the information you receive may provoke strong emotions in you or others, but you believe the benefits of performing the research are likely to be greater than any such costs.
  • 8. You understand that all your Personal Information will be stored in uBiota databases and will be processed in accordance with the uBiota Privacy Policy.
  • 9. Waiver of Property Rights: You understand that by providing any Sample, having your Microbiota Information processed, accessing your Microbiota Information, or providing Self-Reported Sample-Associated Information, you acquire no rights in any research, commercial products or intellectual property that may be developed by uBiota or its collaborating partners. You specifically understand that you will not receive compensation for any research, commercial products or intellectual property that include or result from your Microbiota Information or Self-Reported Sample-Associated Information.

You agree that you have the authority, under the laws of the state or jurisdiction in which you reside, to provide these representations and warranties. If you breach any of these representations or warranties, uBiota has the right to suspend or terminate your account and to refuse any and all current or future use of the Services (or any portion thereof), and you will defend, indemnify and hold uBiota and its affiliates harmless against any liability, costs, or damages arising out of the breach.

7. Account Creation, Customer Account, Password, and Security Obligations

In consideration of your use of the Services, you agree to: (a) provide true, accurate, current, and complete Registration Information about yourself as prompted by the Services; and (b) maintain and promptly update your Registration Information to keep it true, accurate, current, and complete. If you provide any Registration Information that is untrue, inaccurate, not current, or incomplete, or if uBiota has a reasonable ground to suspect that such information is untrue, inaccurate, not current, or incomplete, uBiota has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).

When registering or when you have purchased our Services, you will create a password and account designation (i.e., a user name). You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. If you allow third parties to access uBiota's website through your username and password, you will defend, indemnify and hold uBiota and its affiliates harmless against any liability, costs, or damages, including attorney fees, arising out of claims or suits by any third parties based upon or relating to such access and use. You agree to (a) immediately notify uBiota of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you properly log out and exit from your account at the end of each session. uBiota cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.

8. Material Posted Through The Services

uBiota will not, at all times, control the User Content posted by you or other users via the Services and, therefore, does not guarantee the accuracy, integrity, or quality of such non-uBiota content. You understand that by using the Services, you may be exposed to content that is inaccurate, offensive, indecent, or objectionable. Under no circumstances will uBiota be liable in any way for any non-uBiota content or content that we create based on Self-Reported Sample-Associated Information, including, but not limited to, any errors or omissions in any such content, or for any loss or damage of any kind incurred as a result of the use of any such content posted, emailed, or otherwise transmitted via the Services.

You acknowledge that uBiota and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, review, filter, modify, refuse, or move any content that is available via the Services. Without limiting the foregoing, uBiota and its designees shall have the right to remove any content that violates the Terms or is deemed by uBiota, in its sole discretion, to be otherwise objectionable. You acknowledge and agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

9. uBiota Privacy Policy and Disclosure of Information

In order to use the Services, you must first acknowledge and agree to the Privacy Policy. You may not use the Services if you do not accept the Privacy Policy. By using our website and signing up for our Services, you are allowing us to process your personal information according to the provisions set forth in the Privacy Policy. By using the website, you agree to the terms of the Privacy Policy. If you do not accept the Privacy Policy, you should not use the website or Services, or if you disagree with a change to the Privacy Policy, you should immediately cease using the website and Services.

Our Privacy Policy sets forth the only expectations of privacy any individual should have in terms of usage of the uBiota Services, website, or other systems. uBiota will never release your individual-level Microbiota Information and/or Self-Reported Sample-Associated Information to any third party without asking for and receiving your explicit consent to do so, unless required by law. Your data sharing options facilitated by the Services are also detailed in the Privacy Policy. uBiota may, in its sole discretion, restrict access to the website for any reason.

Please refer to our Privacy Policy to read about data protection related to your information.

10. Material Provided to uBiota - Your Proprietary Rights

User Content. uBiota does not claim ownership of the User Content you provide to uBiota (including feedback and suggestions) or post, upload, input, or submit while using the Services. Unless otherwise specified, you retain copyright and any other rights you already hold over User Content that you create and submit, post, or display on or through the Services. Please refer to the Privacy Policy for a detailed description of uBiota’s use of User Content.

Microbiota and/or Self-Reported Sample-Associated Information. uBiota will not disclose individual-level Microbiota and/or Self-Reported Sample-Associated Information to third parties without explicit consent, unless required by law. Note that uBiota cannot control any further distribution of Microbiota and/or Self-Reported Sample-Associated Information that you share publicly on the uBiota website. You acknowledge and agree that you are responsible for protecting and enforcing your personal and intellectual property rights and that uBiota has no obligation to do so on your behalf.

Your Sample, once submitted to and analyzed by us, is processed in an irreversible manner and cannot be returned to you. Any Microbiota Information derived from your Sample remains your information, subject to rights we retain as set forth in these Terms. You understand that you should not expect any financial benefit from uBiota as a result of having your Microbiota Information processed, made available to you or otherwise (as further provided in our Privacy Policy).

Feedback. Any feedback, suggestions or recommendations that you provide to uBiota will be considered non-confidential and non-proprietary and may be used by uBiota without any compensation to you.

11. Customer Conduct - Unlawful and Prohibited Use

As a condition of your use of the Services, you warrant to uBiota that:

  • you will not use the Services for any purpose that is unlawful or prohibited by these terms, conditions, or notices.
  • You will not use the Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party's use and enjoyment of the Services.
  • Any User Content that you post on the uBiota website or provide to uBiota does not and will not contain any libelous or unlawful material or any materials or instructions that may cause harm or injury, and do not and will not violate any person’s right of privacy or copyright, trademark, or other intellectual property rights.
  • You have full power and authority to agree to these terms and to provide all Samples and Personal Information that you submit to uBiota.

You acknowledge and agree that you are solely responsible for any breach of your obligations under the Terms and for the consequences (including any loss or damage which uBiota may suffer) of any such breach. If you breach the Terms, uBiota has the right to suspend or terminate your account and to refuse any and all current or future use of the Services (or any portion thereof), and you will defend and indemnify uBiota and its affiliates against any liability, costs, or damages arising out of the breach.

12. Indemnity

You agree to indemnify, defend and hold uBiota, and its subsidiaries, affiliates, officers, agents, contractors, partners, employees, successors, and assigns harmless from any claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of User Content you submit, post to, or transmit through the Services; your use of the Services; your connection to the Services; your violation of the Terms; or your violation of any rights of another.

If you have submitted a Sample or otherwise provided your own or another person’s Microbiota Information, you will defend and hold harmless uBiota, its employees, contractors, successors, and assigns from any liability arising out of the use or disclosure of any information obtained from your Sample and/or analyzing such Microbiota Information, which is disclosed to you consistent with our Privacy Policy or results from any third-party add-ons to tools we provide. In addition, if you choose to provide Microbiota and/or Self-Reported Sample-Associated Information to third parties - whether individuals to whom you facilitate access, intentionally or inadvertently, or to third parties for diagnostic or other purposes - you agree to indemnify, defend and hold harmless uBiota, its employees, contractors, successors, and assigns from any and all liability arising from such disclosure or use of the Microbiota and/or Self-Reported Sample-Associated Information.

13. General Practices Regarding Use and Storage

You acknowledge that uBiota may establish general practices and limits concerning use of the Services, including without limitation the maximum number of days that Personal Information and Services content will be retained by the Service, the maximum disk space that will be allotted on uBiota's servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Services in a given period of time. You acknowledge and agree that uBiota has no responsibility or liability for the deletion of or failure to store any messages, other communications, or other content maintained or transmitted by the Services; or for the loss of Microbiota Information due to malfunction or destruction of data servers or other catastrophic events. You further acknowledge that uBiota reserves the right to change these general practices and limits in its sole discretion.

14. Modifications to Service

uBiota reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You acknowledge and agree that (i) modifications may result in a delay in computations for some of the uBiota features or Services, and (ii) uBiota shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services.

The software that you use may from time to time automatically download and install updates from uBiota. These updates are designed to improve, enhance, and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules, and completely new versions. You agree to receive such updates (and permit uBiota to deliver these to you) as part of your use of the Services.

You acknowledge that uBiota may offer different or additional technologies or features to collect and/or interpret Microbiota Information in the future and that your initial purchase of the Services does not entitle you to any different or additional technologies or features for collection or interpretation of your Microbiota Information without a fee, and that you will have to pay additional fees in order to have your Microbiota Information collected, processed, and/or interpreted using any future or additional technologies or features.

15. Termination

The Terms will continue to apply until terminated by either you or uBiota as set out in this Section.

If you want to terminate your legal agreement with uBiota, you may do so at any time by closing your account on the uBiota website. To prevent malicious denial of access to your account and destruction of your data, email verification will be required. uBiota will send you an email asking you to confirm your request, and your account will be closed following receipt of a second email confirmation from you. Closing your account will entail removing access to all of the Services that you use. When you close your account you have the option to have any or all you data and information removed from uBiota’s servers and products, upon written notice to uBiota.

uBiota may, at any time, terminate its legal agreement with you (and in conjunction therewith, your password and account(s)) if: (a) you have breached any provision of the Terms (or have acted in manner which shows that you do not intend to, or are unable to comply with, the provisions of the Terms); (b) uBiota is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); (c) uBiota is transitioning to no longer providing the Services to users in the country or state in which you reside or from which you use the Services; or (d) the provision of the Services to you by uBiota is, in uBiota's sole opinion, no longer commercially viable.

Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the Services may be referred to appropriate law enforcement authorities. You acknowledge and agree that uBiota shall not be liable to you or any third party for any termination of your access to the Services.

16. Survival of Terms

When the relationship and legal agreement between you and uBiota terminates for any reason, the following sections of these Terms will survive such termination and will continue to apply to you and uBiota: sections 1. (Definitions); 2. (Acceptance of Terms); 3. (Prerequisites); 4. (Description of the Services); 5. (Risks and Considerations Regarding uBiota Services); 6. (User Representations); 7. (Account Creation, Customer Account, Password and Security Obligations); 8. (Material Posted through the Services); 9. (uBiota Privacy Policy and Disclosure of Information); 10. (Material Provided to uBiota - Your Proprietary Rights); 11. (Customer Conduct - Unlawful and Prohibited Use); 12. (Indemnity); 15. (Termination); 16. (Survival of Terms); 17. (Dealings with Information Providers and Listed Resources); 18. (Hyperlinks and uBiota Website); 19. (uBiota Proprietary Rights); 20. (Exclusion of Warranties, Disclaimer); 21. (Limitation of Liability); 22. (Notice); 23. (Violation or Suspected Violation of the Terms); and 24. (Miscellaneous).

17. Dealings with Information Providers and Listed Resources

Your correspondence or business dealings with--or participation in promotions of—third party information providers, vendors, and/or resources found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such information provider or resource. You acknowledge and agree that uBiota shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such information provider or resources in the Services.

18. Hyperlinks and the uBiota Website

The Services provide, and third parties may provide, links to other sites and resources on the Internet and researcher and/or users may share information/data through other websites (e.g. Facebook, Twitter, etc.). Because uBiota has no control over such sites and resources, you acknowledge and agree that uBiota is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that uBiota 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 use of or reliance on any such content, goods, or services available on or through any such hyperlinked site or resource.

19. uBiota's Proprietary Rights

You acknowledge and agree that uBiota owns all legal right, title, and interest in and to the Services, including any intellectual property rights (including but not limited to patents) which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by uBiota and that you shall not disclose such information without uBiota's prior written consent.

The term "uBiota" and uBiota logos and product and service names are trademarks of uBiota and these marks together with any other uBiota trade names, service marks, logos, domain names, and other distinctive brand features are the "uBiota Marks". Unless you have agreed otherwise in writing with uBiota, nothing in the Terms gives you a right to use any uBiota Marks and you agree not to display, or use in any manner, uBiota Marks. The names of third party products and companies mentioned in the Service or uBiota website are the property of their respective owners and may also be trademarks.

You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) that may be affixed to or contained within the Services.

Unless you have been expressly authorized to do so in writing by uBiota, you agree that in using the Services, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names, or logos.

20. Exclusion of Warranties, Disclaimer

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOU USE THE SERVICES AT YOUR OWN SOLE RISK. THE SERVICES, AND ANY RELATED CONTENTS AND/OR MATERIALS ARE PROVIDED ON AN "AS IS" AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND. UBIOTA HEREBY DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO: WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY; FITNESS FOR A PARTICULAR PURPOSE; NON-INFRINGEMENT; AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE; OTHER THAN THOSE WARRANTIES WHICH ARE IMPOSED BY AND INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.

UBIOTA MAKES NO WARRANTY THAT (a) THE SERVICES WILL MEET YOUR REQUIREMENTS; (b) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, UNFAILINGLY SECURE, OR ERROR-FREE; (c) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; (d) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS; OR (e) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

YOU SHOULD ALWAYS USE CAUTION WHEN GIVING OUT ANY PERSONALLY IDENTIFYING INFORMATION ABOUT YOURSELF OR THOSE FOR WHOM YOU HAVE LEGAL AUTHORITY. UBIOTA DOES NOT CONTROL OR ENDORSE ANY ACTIONS RESULTING FROM YOUR PARTICIPATION IN THE SERVICES AND, THEREFORE, UBIOTA SPECIFICALLY DISCLAIMS ANY LIABILITY WITH REGARD TO ANY ACTIONS RESULTING FROM YOUR PARTICIPATION IN THE SERVICES.

Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights that vary from state to state.

NO ORAL ADVICE OR WRITTEN CORRESPONDENCE OR INFORMATION PROVIDED BY UBIOTA WILL CREATE A WARRANTY OF ANY KIND, AND YOU SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE.

21. Limitation of Liability

IN NO EVENT SHALL UBIOTA BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY LOSS OR INJURY OR ANY DAMAGES, EITHER DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR OTHERWISE (INCLUDING, BUT NOT LIMITED TO LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES) RESULTING FROM OR IN ANY WAY CONNECTED TO: (a) THE USE OR THE INABILITY TO USE THE SERVICES; (b) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL; (c) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; (d) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (e) THE IMPROPER AUTHORIZATION FOR THE SERVICES BY SOMEONE CLAIMING SUCH AUTHORITY; OR (f) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES. THIS LIMITATION OF LIABILITY SHALL APPLY REGARDLESS OF WHETHER THE CLAIM ASSERTED IS BASED ON CONTRACT, NEGLIGENCE, OR ANY OTHER THEORY OF RECOVERY. IN ANY EVENT, UBIOTA’S TOTAL AGGREGATE LIABILITY FOR ANY CLAIMS OR DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE SERVICES OR UBIOTA’S WEBSITE SHALL NOT EXCEED THE FEES YOU HAVE PAID TO UBIOTA.

22. Notice

All notices to uBiota shall be sent through the website or email. uBiota will provide any notice to its users through updates to the website or by email.

23. Violation or Suspected Violation of Terms of Use

If you violate the terms of these Terms and/or uBiota has a reasonable ground to suspect that you have violated the terms of these Terms, uBiota has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).

24. Miscellaneous

  • 1. Complete Agreement. The Terms constitute the complete and exclusive statement of agreement between you and uBiota with respect to the subject matter herein and replace and supersede all prior written and oral agreements or statements between you and uBiota.
  • 2. Governing law and arbitration. Except for any disputes relating to intellectual property rights, obligations, or any infringement claims, any disputes with uBiota arising out of or relating to the Terms ("Disputes") shall be governed by the laws of the state of Utah, excluding any conflicts of law principles and the United Nations Convention for the International Sale of Goods. Any Disputes shall be resolved by final and binding arbitration under the rules and auspices of the American Arbitration Association, to be held in Salt Lake City, Utah, in English, with a written decision stating legal reasoning issued by the arbitrator(s) at either party's request, and with arbitration costs and reasonable documented attorneys' costs of both parties to be borne by the party that ultimately loses. Either party may obtain injunctive relief (preliminary or permanent) and orders to compel arbitration or enforce arbitral awards in any court of competent jurisdiction.
  • 3. Waiver. The failure of uBiota to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
  • 4. Severability. These Terms shall be deemed severable. In the event that any provision is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions.
  • 5. Term for cause of action. You 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 Services, the Terms or the Privacy Policy must be filed within one (1) year after such claim or cause of action arose or be forever barred.
  • 6. Headings. The headings used in these Terms are included by convenience only and will not limit or otherwise effect these Terms.
  • 7. Amendments. We reserve the right to modify, supplement or replace the terms of the Agreement, effective upon posting at www.ubiota.com or notifying you otherwise. Your continued use of the website will be conditioned upon the terms and conditions in force at the time of your use. Accordingly, you agree to review these Terms periodically, and your continued access and/or use of the website shall be deemed acceptance of the changed Terms.
  • 8. Assignment: You may not assign or delegate any rights or obligations under the Agreement. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully or partially without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, uBiota for any third party that assumes our rights and obligations under this Agreement.