Terms of Service



1. Introduction.

1.1. Effective Date. The effective date of this Agreement is July 22, 2016.
1.2. Agreement. Welcome to Daily Goodie Box! LUXEads Pty Ltd ("Daily Goodie Box" or "Company") recommends that you read the following terms and conditions carefully. By accessing or using the Daily Goodie Box website, the Daily Goodie Box Service, including any software applications made available by Daily Goodie Box (together, the "Website" or "Service"), however accessed or used, you agree to be bound by these terms (the "Terms of Service" or the "Agreement"). By using the Service, you agree to be bound by this Agreement, constituting a legally binding agreement between Daily Goodie Box and you concerning your use of the Service. We encourage you to print the Agreement or save it to your computer for reference.
1.3. Separate Privacy Policy. By using the Service, you represent and warrant that you have read and understood, and agree to be bound by, this Agreement and LUXEads Pty Ltd's Privacy Policy (the "Privacy Policy"), which is incorporated into this Agreement by reference. The Privacy Policy is available at http://dailygoodiebox.com/privacy.
1.4. No Permission Without Agreement. If you do not understand this Agreement, or do not agree to be bound by it or the Privacy Policy, you may not access or use the Service, and you must immediately cease accessing or using the Service.
1.5. Arbitration and Remedies. These terms contain a mandatory arbitration of disputes provision that requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions, and also limits the remedies available to you in the event of a dispute. See Section 20 (Dispute Resolution) for full details.


2. Privacy Policy. By using the Service, you consent to the collection and use of certain information about you, as specified in the Privacy Policy discussed in Section 1.3 (Separate Privacy Policy). Daily Goodie Box encourages users of the Service to frequently check the Privacy Policy for changes.

3. Changes to Agreement and Privacy Policy. Internet technology and the applicable laws, rules, and regulations change frequently. Accordingly, Daily Goodie Box reserves the right to change this Agreement and its Privacy Policy at any time upon notice to you, to be given by the posting of a new version or a change notice. It is your responsibility to review this Agreement and the Privacy Policy periodically. If at any time you find either this Agreement or the Privacy Policy unacceptable, you must immediately cease accessing and/or using the Service. Unless Daily Goodie Box obtains your express consent, any revised Privacy Policy will apply only to information collected by Daily Goodie Box after the revised Privacy Policy takes effect, and not to information collected under any earlier versions of the Privacy Policy.

4. Eligibility.

4.1. By accessing and/or using the Service, including by doing so after accessing this Agreement, you represent and warrant that you are at least 18 years old, and are otherwise legally qualified to enter into and form contracts under applicable law. 4.2. Corporate Use. If you are using the Service on behalf of a company, you further represent and warrant that you are authorized to act and enter into contracts on behalf of that company.


5. License. Subject to your compliance with these Terms of Service, Daily Goodie Box grants you a non-exclusive, non-sublicensable, revocable as stated in this Agreement, non-transferable license to access the Daily Goodie Box websites (located at the following URLs: www.dailygoodiebox.com), and to use the Service. The Service, including any portion of the Daily Goodie Box Website, may not be reproduced, duplicated, copied, modified, sold, resold, distributed, transmitted, or otherwise exploited for any commercial purpose without the prior, express written consent of Daily Goodie Box. All rights not expressly granted in this Agreement are reserved by Daily Goodie Box. Without limitation, this Agreement grants you no rights to the intellectual property of Daily Goodie Box or any other party, except as expressly stated in this Agreement. The license granted in this section is conditioned on your compliance with this Agreement. Your rights under this section will immediately terminate if you breach, actually or potentially, in the sole judgment of Daily Goodie Box, any provision of this Agreement.

6. No Reliance on Third Party Content.

6.1. Opinions, advice, statements, or other information made available through the Service by third parties are those of their respective authors, and should not necessarily be relied upon. Those authors are solely responsible for their content. Daily Goodie Box does not: (i) guarantee the accuracy, completeness, or usefulness of any third-party information accessible on or through the Service; or (ii) adopt, endorse, or accept responsibility for the accuracy or reliability of any opinion, advice, or statement made by a third party through the Service. Under no circumstances will Daily Goodie Box be responsible for any loss or damage resulting from your reliance on information or other content posted through the Service transmitted to or by any third party.


7. Assumption of Risk; Release. You knowingly and freely assume all risk when using the Service. You, on behalf of yourself, your personal representatives, and your heirs, voluntarily agree to release, waive, discharge, hold harmless, defend, and indemnify LUXEads Pty Ltd and its stockholders, officers, directors, employees, agents, affiliates, consultants, representatives, sublicensees, successors, and assigns (collectively, the "Company Parties") from any and all claims, actions, or losses for bodily injury, property damage, wrongful death, emotional distress, loss of privacy, or other damages or harm, whether to you or to third parties, that may result from your use of the Service.

8. User Account, Accuracy, and Security.

8.1. User Account. To use the Service, you must register and create a user account ("Account"). During the Account creation process, you will be asked to provide information that personally identifies you ("Personal Information").
8.2. Availability of Daily Goodie Box; Review. You represent and warrant that you understand that receipt of a Goodie Box is subject to availability, and that Daily Goodie Box reserves, in its sole discretion, the right to determine which users may receive available Goodie Boxes at any given time. You further agree that in exchange for any Goodie Boxes received by you, you will submit a review of any products contained in a Goodie Box received by you.
8.3. Account Information Accuracy. You represent and warrant that all user information you provide in connection with your Account and your use of the Service is current, complete, and accurate, and that you agree that you will update that information as necessary to maintain its completeness and accuracy by updating your personal Profile or by submitting a message through the following webpage: http://dailygoodiebox.com/members/profile. You agree that you will not submit any fake content (including without limitation any Account, username, likeness, or Profile) to willfully and credibly impersonate another person, whether actual or fictitious. As a non-exhaustive example, you agree that you will not upload a Profile image that is not your likeness. If Daily Goodie Box believes in its sole discretion that the information you provide is not current, complete, or accurate, Daily Goodie Box has the right to refuse you access to the Service, or to terminate or suspend your access at any time, or both. For additional information, see the Section concerning "User Ability to Access, Update, and Correct Personal Information" in Daily Goodie Box's Privacy Policy.
8.4. No Pseudonyms. You must use your real name on Daily Goodie Box; pseudonyms are not allowed. Any use of a pseudonym violates Section 8.2 (Account Information Accuracy) and is cause for suspension or deletion of your Account.
8.5. Account Security. You will also be asked to provide a username, password, and possibly other information to secure your Account. You are entirely responsible for maintaining the confidentiality of your password. You may not use the username or password of any other user at any time, nor may you share your username and password, nor may you circumvent any authentication mechanism requiring the entry of usernames, passwords, or any other information to gain unauthorized access to the Service. You agree to notify Daily Goodie Box immediately of any unauthorized use of your Account. Daily Goodie Box shall not be liable for any loss that you incur because of someone else using your Account, either with or without your knowledge. You may be held liable for any losses incurred by Daily Goodie Box, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else's use of your Account.


9. Consent to Receive Electronic Communications from Company. By registering for the Service and providing your name, email, postal or residential address, and/or phone number through the Service, you expressly consent to receive electronic and other communications from Daily Goodie Box, over the short term and periodically, including email and short-message service ("SMS" or "text message") communications. These communications will be about the Service, new product offers, promotions, and other matters. You may opt out of receiving electronic communications at any time by following the unsubscribe instructions contained in each communication, or by sending an email to [email protected] You agree that these electronic communications satisfy any legal requirements that communications or notices to you be in writing.

10. Consent to Receive Electronic Communications from Company Partner Marketers. Without limitation, by registering for the Service and/or by providing your name, email, postal or residential address, and/or phone number through the Service, you consent to receive, and openly and knowingly solicit, electronic communications, including email and SMS communications, from Daily Goodie Box partner firms which may include third party marketing companies, affiliates, advertising agencies, and data aggregation companies regarding their services, including offers, promotions, and other related matters. You may opt out of receiving electronic communications at any time by (a) following the unsubscribe instructions contained in each communication; or (b) sending an email to [email protected]

11. Fees. There are no fees associated with the Website or Service. Access to the Website or Service is solely dependent on providing a review of any products contained in the Goodie Box.

12. Third Party Websites. The Service is linked with the websites of third parties ("Third Party Websites"), some of whom may have established relationships with Daily Goodie Box and some of whom may not. Daily Goodie Box does not have control over the content and performance of Third Party Websites. Daily Goodie Box has not reviewed, and cannot review or control, all of the material, including computer software or other goods or services, made available on Third Party Websites. Accordingly, Daily Goodie Box does not represent, warrant, or endorse any Third Party Websites, or the accuracy, currency, content, fitness, lawfulness, or quality of the information, material, goods, or services available through Third Party Websites. Daily Goodie Box disclaims, and you agree to assume, all responsibility and liability for any damages or other harm, whether to you or to third parties, resulting from your use of Third Party Websites.

13. Your Responsibility for Defamatory Comments.

13.1. You agree and understand that you may be held legally responsible for damages suffered by other users or third parties as the result of your remarks, information, feedback, or other content posted or made available through the Service that is deemed defamatory or otherwise legally actionable. Under Section 230 of the Federal Communications Decency Act of 1996, Daily Goodie Box is not legally responsible, nor can it be held liable for damages of any kind, arising out of or in connection to any defamatory or otherwise legally actionable remarks, information, feedback, or other content posted or made available through the Service.
13.2. If you raise or file any claim against Daily Goodie Box for conduct that a Court of Competent Jurisdiction later finds to constitute an "exercise of a publisher's traditional editorial functions," or the legal equivalent, you agree to fully and immediately compensate Daily Goodie Box for all losses, liability, damages, costs, and expenses, including without limitation all attorneys' fees and expenses in defending the action and resolving the matter. If you fail to compensate Daily Goodie Box for any such claim, you agree and authorize Daily Goodie Box to report your Personal Information, including without limitation your unpaid claim, to consumer credit reporting services, collection agencies, and others.


14. Objectionable Content. You agree that you shall not use the Service to upload, post, transmit, display, perform, or distribute any content, information, or materials that: (a) are libelous, defamatory, abusive, threatening, excessively violent, harassing, obscene, lewd, lascivious, filthy, or pornographic; (b) constitute child pornography; (c) solicit personal information from or exploit in a sexual or violent manner anyone under the age of 18; (d) incite, encourage, or threaten physical harm against another; (e) promote or glorify racial intolerance, use hateful and/or racist terms, or signify hate toward any person or group of people; (f) glamorize the use of illegal substances and/or drugs; (g) advertise or otherwise solicit funds or constitute a solicitation for goods or services; (h) violate any provision of this Agreement or any other Daily Goodie Box agreement or policy, including without limitation Daily Goodie Box's Privacy Policy; (i) disclose another's personal, confidential, or proprietary information; (j) are false or fraudulent; (k) contains images or videos of individuals captured or posted without their consent; (l) promote self-destructive behavior (including without limitation eating disorders or suicide); or (m) are generally offensive, rude, mean-spirited, or in bad taste, as determined by Daily Goodie Box in its sole discretion (collectively, "Objectionable Content"). Daily Goodie Box disclaims any perceived, implied, or actual duty to monitor content made available through the Service, and specifically disclaims any responsibility or liability for information provided on the Service. Without limiting any of its other remedies, Daily Goodie Box reserves the right to terminate your use of the Service or your uploading, posting, transmission, display, performance, or distribution of Objectionable Content. Daily Goodie Box, in its sole discretion, may delete any Objectionable Content from its servers. Daily Goodie Box intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of this Agreement or of any applicable laws.

15. Prohibited Uses. Daily Goodie Box imposes certain restrictions on your use of the Service. Any violation of this section may subject you to civil and/or criminal liability. The following are expressly prohibited:

15.1. harassing or stalking any person, or contacting any person who has requested not to be contacted
15.2. providing false, misleading, or inaccurate information to Daily Goodie Box or any other person in connection with the Service
15.3. impersonating, or otherwise misrepresenting affiliation, connection, or association with, any person or entity
15.4. modifying or changing the placement and location of any advertisement posted through the Service
15.5. harvesting or otherwise collecting information about users, including email addresses and phone numbers
15.6. without express written permission from Daily Goodie Box, using or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars, or intelligent agents) to harvest or otherwise collect information from the Service for any use, including without limitation use on Third Party Websites
15.7. accessing content or data not intended for you, or logging into a server or account that you are not authorized to access
15.8. attempting to probe, scan, or test the vulnerability of the Service, or any associated system or network, or breaching security or authentication measures without proper authorization
15.9. interfering or attempt to interfere with the use of the Service by any other user, host, or network, including (without limitation) by submitting malware or exploiting software vulnerabilities
15.10. using the Service to send unsolicited email, including without limitation promotions or advertisements for products or services
15.11. forging, modifying, or falsifying any network packet or protocol header or metadata in any connection with, or transmission to, the Service (for example, SMTP email headers, HTTP headers, or Internet Protocol packet headers)
15.12. while using the Service, using ad-blocking or other content-blocking software, browser extensions, or built-in browser options designed to hide, block, or prevent the proper display of online advertising
15.13. attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by the Company Parties in providing the Service, including without limitation any fraudulent effort to modify software or any other technological mechanism for measuring the number of impressions generated by individual content and/or the overall Service to determine and/or audit advertising revenues and payments, if applicable
15.14. creating additional accounts to promote your (or another's) business, or causing others to do so
15.15. paying anyone for interactions on the Service


16. Intellectual Property.

16.1. Compliance with Law.
16.1.1. You represent and warrant that, when using the Service, you will obey all applicable laws and respect the intellectual property rights of others. Your use of the Service is at all times governed by and subject to copyright and other intellectual property laws. You agree not to upload, post, transmit, display, perform, or distribute any content, information, or other materials in violation of any third party's copyrights, trademarks, or other intellectual property or proprietary rights.
16.2. Trademarks. Daily Goodie Box and the Daily Goodie Box logo (collectively, the "Company Marks") are trademarks or registered trademarks of Daily Goodie Box. Other trademarks, service marks, graphics, logos, and domain names appearing anywhere on, through, or in connection with the Service may be the trademarks of third parties. Neither your use of the Service nor this Agreement grant you any right, title, or interest in, or any license to reproduce or otherwise use, the Company Marks or any third-party trademarks, service marks, graphics, logos, or domain names. You agree that any goodwill in the Company Marks generated as a result of your use of the Service will inure to the benefit of Daily Goodie Box, and you agree to assign, and do assign, all such goodwill to Daily Goodie Box. You shall not at any time, nor shall you assist others to, challenge Daily Goodie Box's right, title, or interest in, or the validity of, the Company Marks.
16.3. Copyrighted Materials; Copyright Notice. All content and other materials available through the Service, including without limitation the Daily Goodie Box logo, design, text, graphics, and other files, and their selection, arrangement, and organization, are either owned by Daily Goodie Box or are the property of Daily Goodie Box's licensors and suppliers. Except as explicitly provided, neither your use of the Service nor this Agreement grant you any right, title, or interest in any such materials.
16.4. DMCA Policy.
16.4.1. As Daily Goodie Box asks others to respect Daily Goodie Box's intellectual property rights, Daily Goodie Box respects the intellectual property rights of others. Daily Goodie Box follows the notice and takedown procedures in the Digital Millennium Copyright Act ("DMCA").
16.4.2. If you believe content located on or linked to by the Service violates your copyright, please immediately notify Daily Goodie Box by emailed DMCA takedown notice ("Infringement Notice"), providing the information described below. If Daily Goodie Box takes action in response to an Infringement Notice, it will make a good faith attempt to contact the party who made the content available at the most recent email address that party provided to Daily Goodie Box.
16.4.3. Under the DMCA, you may be held liable for damages based on material misrepresentations in your Infringement Notice. You must also make a good-faith evaluation of whether the use of your content is a fair use; fair uses are not infringing. (See 17 U.S.C. Section 107, available at https://www.law.cornell.edu/uscode/text/17/107, and Lenz v. Universal Music Corp., No. 13-16106 (9th Cir. Sep. 14, 2015), available at https://www.courtlistener.com/opinion/2937139/stephanie-lenz-v-universal-music-corp/.) If you are not sure if content located on or linked to by the Service infringes your copyright, you should first contact an attorney.
16.4.4. The DMCA requires that all Infringement Notices must include the following:
16.4.4.1. A signature, electronic or physical, of the copyright owner or a person authorized to act on their behalf;
16.4.4.2. An identification of the copyright claimed to have been infringed;
16.4.4.3. A description of the nature and location of the material that you claim to infringe your copyright, in sufficient detail to permit Daily Goodie Box to find and positively identify that material;
16.4.4.4. Your name, address, telephone number, and email address; and
16.4.4.5. A statement by you: (i) that you believe in good faith that the use of the material that you claim to infringe your copyright is not authorized by law, or by the copyright owner or such owner's agent; and, (ii) under penalty of perjury, that all of the information contained in your Infringement Notice is accurate, and that you are either the copyright owner or a person authorized to act on their behalf.
16.4.5. Infringement Notices should be sent to [email protected] with the subject line "DMCA Notice: (INSERT YOUR NAME OR YOUR COMPANY'S NAME)".
16.4.6. Daily Goodie Box will respond to all DMCA-compliant Infringement Notices, including, as required or appropriate, by removing the offending material or disabling all links to the offending material.
16.4.7. Disclosure. All received Infringement Notices may be posted in full to the Lumen database (https://lumendatabase.org/), previously known as the Chilling Effects Clearinghouse.
17. Disclaimers; Limitation of Liability.

17.1. No Warranties. Daily Goodie Box, on behalf of itself and its licensors and suppliers, expressly disclaims any and all warranties, express or implied, regarding the Service, arising by operation of law or otherwise, including without limitation any and all implied warranties of merchantability, fitness for a particular purpose, non-infringement, no encumbrance, or title, in addition to any warranties arising from a course of dealing, usage, or trade practice. Neither Daily Goodie Box nor its licensors or suppliers warrants that the Service will meet your requirements, or that the operation of the Service will be uninterrupted or error-free. Daily Goodie Box disclaims all implied liability for damages arising out of the furnishing of the Service pursuant to this Agreement, including without limitation, mistakes, omissions, interruptions, delays, tortious conduct, errors, representations, or other defects arising out of the failure to the furnish the Service, whether caused by acts of commission or omission, or any other damage occurring. Daily Goodie Box shall not be liable for any indirect, incidental, special, consequential, or punitive damages (including without limitation damages for lost profits or lost revenues), whether caused by the acts or omissions of Daily Goodie Box, Company Parties, or Daily Goodie Box users, or their agents or representatives.
17.2. Your Responsibility for Loss or Damage; Backup of Data.
17.2.1. You agree that your use of the Service is at your sole risk. You will not hold Daily Goodie Box or its licensors and suppliers, as applicable, responsible for any loss or damage that results from your access to and/or use of the Service, including without limitation any loss or damage to any of your computers, mobile devices, including without limitations tablets and/or smartphones, or data. The Service may contain bugs, errors, problems, or other limitations.
17.2.2. Importantly, you acknowledge that a catastrophic disk failure or other similar event could result in the loss of all of the data related to your account. You agree and understand that it is your responsibility to backup your data to your personal computer or external storage device and to ensure such backups are secure.
17.3. Limitation of Liability. In no event shall Daily Goodie Box or its licensors or suppliers be liable to you for any claims arising from your use with the Service, including without limitation for special, incidental, or consequential damages, lost profits, lost data or confidential or other information, loss of privacy, costs of procurement of substitute goods or services, failure to meet any duty including without limitation of good faith or of reasonable care, negligence, or otherwise, regardless of the foreseeability of those damages or of any advice or notice given to Daily Goodie Box or its licensors and suppliers arising out of or in connection with your use of the Service. This limitation shall apply regardless of whether the damages arise out of breach of contract, tort, or any other legal theory or form of action. You agree that this limitation of liability represents a reasonable allocation of risk and is a fundamental element of the basis of the bargain between Daily Goodie Box and you. The Service would not be provided without such limitations.
17.4. Application of Disclaimers. The above disclaimers, waivers, and limitations do not in any way limit any other disclaimer of warranties or any other limitation of liability in any other agreement between you and Daily Goodie Box or between you and any of Daily Goodie Box's licensors and suppliers. Some jurisdictions may not allow the exclusion of certain implied warranties or the limitation of certain damages, so some of the above disclaimers, waivers, and limitations of liability may not apply to you. Daily Goodie Box's licensors and suppliers are intended third-party beneficiaries of these disclaimers, waivers, and limitations. No advice or information, whether oral or written, obtained by you through the Service or otherwise shall alter any of the disclaimers or limitations stated in this section.
18. Your Representations and Warranties. You represent and warrant that your use of the Service will be in accordance with this Agreement and any other Daily Goodie Box policies, and with any applicable laws or regulations.


19. Indemnity by You.

19.1. Without limiting any indemnification provision of this Agreement, you (the "Indemnitor") agree to defend, indemnify, and hold harmless Daily Goodie Box and the Company Parties (collectively, the "Indemnitees") from and against any and all claims, actions, demands, causes of action, and other proceedings (individually, "Claim", and collectively, "Claims"), including but not limited to legal costs and fees, and providing sole and exclusive control of the defense of any action to Daily Goodie Box, including the choice of legal counsel and all related settlement negotiations, arising out of or relating to: (i) the relationship between you and Daily Goodie Box, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; (ii) your breach of this Agreement, including without limitation any representation or warranty contained in this Agreement; (iii) your access to or use of the Service; (iv) your provision to Daily Goodie Box or any of the Indemnitees of information or other data; (v) your violation or alleged violation of any foreign or domestic, international, federal, state, or local law or regulation; or (vi) your violation or alleged violation of any third party's copyrights, trademarks, or other intellectual property or proprietary rights.
19.2. The Indemnitees each have the individual right, but not the obligation, to participate through counsel of their choice in any defense by you of any Claim as to which you are required to defend, indemnify, or hold harmless any, each, and/or all Indemnitees. You may not settle any Claim without the prior written consent of the concerned Company Parties.
19.3. Without limitation, the Indemnitor also agrees to compensate Daily Goodie Box for any and all lost revenues, future lost profits, reasonable search costs, and any other reasonable expenses resulting from any Indemnitor violation of Section 15 (Prohibited Uses), including without limitation any suspension of affiliate accounts or affiliate payment attributable to fraudulent efforts to manipulate or otherwise modify reported impressions generated by the Company Parties under any affiliate advertising agreement.


20. Dispute Resolution.

20.1. Binding Arbitration.
20.1.1. If you and Daily Goodie Box cannot resolve a Claim through negotiations, either party may elect to have the Claim finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other(s).
20.1.2. You acknowledge that without this provision, you would have the right to sue in court with a jury trial or to participate in a class action.
20.1.3. The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party.
20.1.4. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association ("AAA"), as modified by this Agreement, available at the AAA website www.adr.org or by calling the AAA at 1-800-778-7879. Except as otherwise provided for in this Agreement, Daily Goodie Box will pay the AAA filing, administration, and arbitrator fees. If, however, the arbitrator finds that either the substance of your claim or the relief sought is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then you will pay the arbitrator fees, in addition to any amount that exceeds the filing fees. In that case, you also agree to reimburse Daily Goodie Box for all payments disbursed that are your obligation to reimburse under the AAA Rules. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to resolve, except that issues relating to the enforceability of the arbitration provision are for a Court of Competent Jurisdiction to resolve. The arbitration may be conducted in person, through document submission, through telephone, or online. The arbitrator will issue a decision in writing, but need only provide a statement of reasons if requested by a party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Daily Goodie Box may litigate to compel arbitration in court, to stay proceedings pending arbitration, or to modify, confirm, vacate, or enter judgment on the award entered by the arbitrator. The arbitrator shall award costs to the prevailing party (including, without limitation, fees, expenses, and reasonable attorneys' fees) at any time during the proceeding and upon request from either party, within 14 days of the arbitrator's ruling on the merits.
20.2. Restrictions Against Joinder of Claims.
20.2.1. You and Daily Goodie Box agree that any arbitration shall be limited to each Claim individually. You and Daily Goodie Box agree that each may only bring claims against the other in your or Daily Goodie Box's individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.
20.2.2. If this specific provision is found to be unenforceable in a Court of Competent Jurisdiction, the Claim will still be finally and exclusively resolved by binding arbitration upon the election of either party, and any election to arbitrate by one party shall be final and binding on the other(s). In addition: (1) no arbitration shall be joined with any other arbitration, and (2) there is no right for any Claim to be arbitrated on a class-action basis or to employ class action procedures, and (3) there is no right of authority for any dispute to be brought in a purported representative capacity on behalf either of the general public or any other individuals.
20.3. Remedies in Aid of Arbitration; Equitable Relief. This agreement to arbitrate will not preclude you or Daily Goodie Box from seeking provisional remedies in aid of arbitration, including without limitation orders to stay a court action, compel arbitration, or confirm an arbitral award, from a Court of Competent Jurisdiction. Furthermore, this agreement to arbitrate will not preclude you or Daily Goodie Box from applying to a Court of Competent Jurisdiction for a temporary restraining order, preliminary injunction, or other interim or conservatory relief, as necessary. "Court of Competent Jurisdiction" means any federal or state court: (1) that has jurisdiction over the subject matter; and (2) that is located in the State of California.
20.4. Venue for any Judicial Proceeding.
20.4.1. This Agreement, including without limitation this Agreement's interpretation, shall be treated as though this Agreement were executed and performed in the State of California, and shall be governed by and construed in accordance with the laws of the State of California without regard to its conflict of law principles. The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party.
20.4.2. The proper venue for any judicial action arising out of, relating to, or in connection with this Agreement will be the state and federal courts located in or nearest to San Francisco, California. The parties stipulate to, and agree to waive any objection to, the personal jurisdiction and venue of such courts, and further expressly submit to extraterritorial service of process.
21. Termination.
21.1. By Company. Without limiting any other provision of this Agreement, Daily Goodie Box reserves the right to, in Daily Goodie Box's sole discretion and without notice or liability, deny use of the Service to any person for any reason or for no reason at all, including without limitation for any breach or suspected breach of any representation, warranty, or covenant contained in this Agreement, or of any applicable law or regulation.
21.2. Automatic Termination Upon Breach by You. This Agreement shall automatically terminate if you breach any of this Agreement's representations, warranties, or covenants. Such termination shall be automatic, and shall not require any action by Daily Goodie Box.
21.3. By You. You may terminate this Agreement and your rights under it at any time, for any or no reason at all, by providing to Daily Goodie Box notice of your intention to do so, in the manner required by Section 22 (Notices).
21.4. Effect of Termination.
21.4.1. Any termination of this Agreement automatically terminates all rights and licenses granted to you under this Agreement, including all rights to use the Service. Upon termination, Daily Goodie Box may, but has no obligation to, in Daily Goodie Box's sole discretion, rescind any services and/or delete from Daily Goodie Box's systems all your Personal Information and any other files or information that you made available to Daily Goodie Box or that otherwise relate to your use of the Service. Upon termination, you shall cease any use of the Service.
21.4.2. After termination, Daily Goodie Box reserves the right to exercise whatever means it deems necessary to prevent your unauthorized use of the Service, including without limitation technological barriers such as IP blocking and direct contact with your Internet Service Provider.
21.5. Legal Action. If Daily Goodie Box, in Daily Goodie Box's discretion, takes legal action against you in connection with any actual or suspected breach of this Agreement, Daily Goodie Box will be entitled to recover from you as part of such legal action, and you agree to pay, Daily Goodie Box's reasonable costs and attorneys' fees incurred as a result of such legal action. The Company Parties will have no legal obligation or other liability to you or to any third party arising out of or relating to any termination of this Agreement.
21.6. Survival. Upon termination, all rights and obligations created by this Agreement will terminate, except that the following Sections will survive any termination of this Agreement: Section 1.2 (Agreement), Section 2 (Privacy Policy), Section 4 (Eligibility), Section 5 (License), Section 6 (No Reliance on Third Party Content), Section 7 (Assumption of Risk; Release), Section 8 (User Account, Accuracy, and Security), Section 12 (Third Party Websites), Section 13 (Your Responsibility for Defamatory Comments), Section 14 (Objectionable Content), Section 15 (Prohibited Uses), Section 16 (Intellectual Property), Section 17 (Disclaimers; Limitation of Liability), Section 18 (Your Representations and Warranties), Section 19 (Indemnity by You), Section 20 (Dispute Resolution), Section 21 (Termination), Section 22 (Notices), Section 23.2 (Partial Invalidity), and Section 23 (General).
22. Notices. All notices required or permitted to be given under this Agreement must be in writing.
22.1. Daily Goodie Box shall give any notice by email sent to the most recent email address, if any, provided by the intended recipient to Daily Goodie Box. You agree that any notice received from Daily Goodie Box electronically satisfies any legal requirement that such notice be in writing.
22.2. You bear the sole responsibility of ensuring that your email address on file with Daily Goodie Box is accurate and current, and notice to you shall be deemed effective upon the sending by Daily Goodie Box of an email to that address.
22.3. You shall give any notice to Daily Goodie Box by email to [email protected].
23. General.
23.1. Entire Agreement. This Agreement constitutes the entire agreement between Daily Goodie Box and you concerning your use of the Service.
23.2. Partial Invalidity. Should any part of this Agreement be declared invalid, void, or unenforceable by a Court of Competent Jurisdiction, such decision shall not affect the validity of any remaining portion of this Agreement, which shall remain in full force and effect, and the parties acknowledge and agree that they would have executed the remaining portion without including the part so declared by a Court of Competent Jurisdiction to be invalid, void, or unenforceable.
23.3. Amendments. This Agreement may only be modified by a written amendment signed by an authorized executive of Daily Goodie Box, or by the unilateral amendment of this Agreement by Daily Goodie Box along with the posting by Daily Goodie Box of that amended version.
23.4. No Waiver. A waiver by either party of any term or condition of this Agreement, or any breach, in any one instance, will not waive that term or condition or any later breach.
23.5. Assignment. This Agreement and all of your rights and obligations under it will not be assignable or transferable by you without the prior written consent of Daily Goodie Box. This Agreement will be binding upon and will inure to the benefit of the parties, their successors, and permitted assigns.
23.6. Independent Contractors. You and Daily Goodie Box are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by this Agreement.
23.7. No Third Party Beneficiaries. There are no third-party beneficiaries to this Agreement, with the following exceptions: the Company Parties; Daily Goodie Box's licensors and suppliers (to the extent expressly stated in this Agreement); and to the extent stated in the following Sections: Section 6 (No Reliance on Third Party Content), Section 12 (Third Party Websites), Section 17.4 (Application of Disclaimers).
23.8. Injunctive Relief. You acknowledge and agree that any actual or threatened breach of this Agreement or infringement of proprietary or other third-party rights by you would cause irreparable injury to Daily Goodie Box and Daily Goodie Box's licensors and suppliers, and would therefore entitle Daily Goodie Box or Daily Goodie Box's licensors or suppliers, as the case may be, to injunctive relief.
23.9. Headings. The headings in this Agreement are for convenience only, and shall have no legal or contractual effect.