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- 1. Your Agreement with Bruno
- 2. Your Account and Use of the Service
- 3. Privacy and Restrictions on Use
- 4. Fees
- 5. User Content
- 6. Proprietary Rights
- 7. Feedback
- 8. Third-Party Store
- 9. Recommendations
- 10. Modification and Termination
- 11. Exclusion of Warranties
- 12. Limitation of Liability
- 13. Indemnification
- 14. User Disagreements
- 15. External Sites
- 16. Changes to the Terms
- 17. Dispute Resolution and Arbitration
- 18. General Legal Terms
Terms Of Service
1. Your Agreement with Bruno
1.1. This website and all other related websites on which a link to these Terms of Service (the 'Terms') is displayed, and the Bruno content and Bruno services available on or through any of the foregoing (collectively, our 'Service') are provided to you by Bruno Software, Inc. ('Bruno'). These Terms govern all access and use of the Service unless your access and use of Bruno software is being made available to you under separate license terms. Use of Bruno's Open-source offering is subject to the license found here.
1.2. All use of the Service is subject to acceptance of these Terms. By accessing or using the Service, or any content or services provided on the Service, you are agreeing to these Terms. If you are entering into these Terms on behalf of an entity, such as your employer or the company you work for, you represent that you have the legal authority to bind, and do hereby bind, that entity to these Terms. You may not use the Service if you are a person barred from using the Service under the laws of the United States or other countries, including the country in which you are resident or from which you use the Service, or international laws or treaties. You may not use the Service if you are or represent an entity that is listed on any U.S. Government Denied Party/Person List. You affirm that you are over the age of 13, as the Service is not intended for children under 13. IF YOU ARE 13 OR OLDER BUT UNDER THE AGE OF 18, OR THE LEGAL AGE OF MAJORITY WHERE YOU RESIDE IF THAT JURISDICTION HAS AN OLDER AGE OF MAJORITY, THEN YOU AGREE TO REVIEW THE TERMS WITH YOUR PARENT OR GUARDIAN TO MAKE SURE THAT BOTH YOU AND YOUR PARENT OR GUARDIAN UNDERSTAND AND AGREE TO THESE TERMS. YOU AGREE TO HAVE YOUR PARENT OR GUARDIAN REVIEW AND ACCEPT THESE TERMS ON YOUR BEHALF. IF YOU ARE A PARENT OR GUARDIAN AGREEING TO THE TERMS FOR THE BENEFIT OF A CHILD OVER 13, THEN YOU AGREE TO AND ACCEPT FULL RESPONSIBILITY FOR THAT CHILD'S USE OF THE SERVICE, INCLUDING ALL FINANCIAL CHARGES AND LEGAL LIABILITY THAT HE OR SHE MAY INCUR.
1.3. You agree that your use of the Service is not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments made by Bruno or any third party regarding future functionality or features.
2. Your Account and Use of the Service
2.1. Your use of the Service must comply with all applicable laws, regulations and ordinances, including any laws regarding the export of data or software.
2.2. You agree not to (a) access (or attempt to access) the administrative interface of the Service by any means other than through the interface that is provided by Bruno in connection with the Service, unless you have been specifically allowed to do so in a separate agreement with Bruno, or (b) engage in any activity that interferes with or disrupts the Service.
2.3. You may not access or use the Service for the purpose of bringing an intellectual property infringement claim against Bruno or for the purpose of creating a product or service competitive with the Service.
2.4. Your account may have: limitations placed on it that are determined by the type and category of account you have chosen as set forth at https://www.usebruno.com/pricing. These limitations include but are not limited to: number of licensed users, length of subscription term, feature set and functionality. If your actions or other use of the Service exceed the permissions associated with your chosen level of service, Bruno reserves the right to enforce, in its sole discretion, the limitations associated with your chosen service level. Repeated violations of these limitations may lead to termination of your account.
2.5. The Company integrates in its Services the following open-source code as found on Bruno Github page https://github.com/usebruno/bruno and therefore the use of the Services by you is subject to the MIT License, as stipulated in the following link: https://opensource.org/licenses/MIT, and any other enterprise edition license or any other license found therein (collectively, the 'Open-Source License'). The Open-Source License is an integral part of the Terms of Use. By making use of the Services, you hereby declare that you have read and accepted the terms and conditions of the Open-Source License and agree to act in accordance therewith. To the extent you do not consent to any of the terms of the Open-Source License, please refrain from using the Services. Without derogating from the provisions of Section 1 above, any use of the Services is subject to and contingent on your consent to the Open-Source License.
3. Privacy and Restrictions on Use
3.1. Bruno's Privacy Policy describes Bruno's collection, use, storage and disclosure of your personal information, including collection by any third party software utilized by Bruno, and is hereby incorporated by this reference into these Terms. You agree to the use of your data in accordance with Bruno's Privacy Policy.
3.2. You agree that you are responsible for your own conduct while accessing or using the Service and for any consequences thereof. You agree to use the Service only for purposes that are legal, proper and in accordance with these Terms and any applicable laws or regulations. By way of example, and not as a limitation, you may not and may not allow any third party to:
- a) Send, upload, distribute or disseminate or offer to do the same with respect to any unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable content;
- b) Distribute viruses, worms, defects, Trojan horses, corrupted files, hoaxes, or any other items of a destructive or deceptive nature;
- c) Impersonate another person (via the use of an email address or otherwise) or otherwise misrepresent yourself or the source of any content;
- d) Upload, post, transmit or otherwise make available through the Service any content that infringes any patent, trademark, copyright, trade secret or other proprietary right of any party, unless you are the owner of such rights or have the permission of the owner to post such content;
- e) Access any content created by another user that you know, or reasonably should know, that cannot be legally distributed in such manner;
- f) Submit content that falsely expresses or implies that such content is sponsored or endorsed by Bruno;
- g) Use the Service to violate the legal rights (such as rights of privacy and publicity) of others;
- h) Promote or encourage illegal activity;
- i) Interfere with other users' enjoyment of the Service;
- j) Exploit the Service for any unauthorized commercial purpose;
- k) Modify, adapt, translate, or reverse engineer any portion of the Service;
- l) Remove any copyright, trademark or other proprietary rights notices contained in or on the Service or any content posted thereon;
- m) Display any content on the Service that contains any hate-related or violent content or contains any other material, products or services that violate or encourage conduct that would violate any criminal laws, any other applicable laws, or any third party rights;
- n) Use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion of the Service or the content posted thereon or to collect information about its users for any unauthorized purpose;
- o) Create user accounts by automated means or under false or fraudulent pretenses; or
- p) Use the Service, or any interfaces provided with the Service, to access any Bruno product or service in a manner that violates the Terms or other terms and conditions for use of such Bruno product or service.
4. Fees
4.1. Access to certain features is only allowed through commercial offerings. Pricing is set forth at https://www.usebruno.com/pricing.
4.2. For all purchased services, Bruno will charge your credit card at the interval indicated at https://www.usebruno.com/pricing. Bruno may change its fees and payment policies by notifying you at least fifteen (30) days before the beginning of the billing cycle in which such change will take effect. All fees are non-refundable (except as expressly set forth in Section 10.3) and exclusive of applicable taxes. You are responsible for paying all taxes and government charges. You acknowledge and agree that any credit card and related billing and payment information that you provide to Bruno may be shared by Bruno with companies who work on Bruno's behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Bruno and servicing your account. Bruno may also provide information in response to valid legal process, such as subpoenas, search warrants and court orders, or to establish or exercise its legal rights or defend against legal claims. Bruno shall not be liable for any use or disclosure of such information by such third parties. Bruno reserves the right to disable your access to the Service for any late payments. Any outstanding balance becomes immediately due and payable upon termination of the Terms for any reason.
5. User Content
5.1. The Service allows you and other users to submit, post, transmit, and share content with other users, which may include, without limitation, data files, text, articles, documents, computer software or code, images, audiovisual works, informational materials and any user comments submitted by you and other users on or through the Service (collectively, 'User Content'). For the avoidance of doubt, User Content shall not include Third Party Content (as defined in Section 8). You retain all your ownership rights in your User Content. Bruno simply displays or makes the User Content available to users of the Service and does not otherwise control the content thereof. Bruno does not guarantee any accuracy or confidentiality with respect to any information contained in any User Content, and strongly recommends that you think carefully about what you transmit, submit or post to or through the Service. You understand that all information contained in User Content is the sole responsibility of the person from whom such User Content originated. This means that you, and not Bruno, are entirely responsible for all User Content that you upload, post, transmit, or otherwise make available through the Service, as well as for any actions taken by Bruno or other users as a result of such User Content.
5.2. Bruno intends to, but does not guarantee that it will, display or make any User Content available on or through the Service, and Bruno reserves the right to refuse to allow any User Content on the Service. You agree to immediately take down any User Content that violates the Terms, including pursuant to a take-down request from Bruno. In the event that you elect not to comply with a request from Bruno to take down certain User Content, Bruno reserves the right to suspend or terminate your use of the Service.
5.3. By uploading or submitting your User Content through the Service, you hereby grant Bruno and its affiliates and partners (collectively, the 'Bruno Licensees') a worldwide, non-exclusive, fully paid-up, royalty-free license to reproduce (including by making mechanical reproductions), reformat, distribute, publicly display, and publicly perform your User Content in connection with providing you and other users with the services, features and functionalities available on or through the Service; provided, that for any User Content that is subject to an open source license, Bruno's rights shall be limited to the rights granted under the applicable open source license.
5.4. The Service allows you to specify or upload the terms under which other users of the Service will be licensed to use your User Content. If you do not specify or upload such license terms with respect to any User Content, you hereby grant to any other users of the Service, a non-exclusive license to access, download, use, modify or otherwise exploit such part of your User Content for any personal or business purposes.
5.5. You are solely responsible for your own User Content and the consequences of posting or publishing them. In connection with User Content, you affirm, represent, and warrant that: (i) you either own your User Content or have the necessary licenses, rights, consents, and permissions to grant the rights and licenses granted in these Terms, and (ii) the Bruno Licensee's exercise of the license rights set forth in this Section 5, does not and will not require obtaining a license from or paying any fees and/or royalties by Bruno to any third party for the exercise of any rights granted in these Terms. However, the foregoing shall not be deemed a warranty by you of non-infringement of any third party patent rights.
5.6. You understand that Bruno may inspect your User Content, including but not limited to scanning for vulnerabilities, at any time to check for potential security vulnerabilities and other issues. Bruno may request that you immediately remedy any issue it discovers in your User Content and retains the right to remove any User Content at any time without notice for any valid business or technical reasons, such as if security vulnerabilities are identified in such User Content.
5.7. You understand that User Content made available on or through the Service comes from a variety of sources and that Bruno does not endorse and is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to such User Content. You understand that Bruno cannot, and does not, review all User Content and does not endorse any User Content. You further understand and acknowledge that you may be exposed to User Content that is inaccurate, misleading, infringing, or otherwise objectionable. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Bruno with respect thereto. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: 'A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.'
5.8. You agree that Bruno has no responsibility or liability for the deletion or failure to store any User Content and other communications maintained on or transmitted through use of the Service. You further acknowledge that you are solely responsible for securing and backing up any User Content or other communication you upload or transmit to or through the Service.
6. Proprietary Rights
You acknowledge and agree that Bruno (or Bruno's licensors) own all legal right, title and interest in and to the Service. The visual interfaces, graphics, design, systems, methods, information, computer code, software, services, 'look and feel', organization, compilation of the content, code, data, images, and all other elements of the Service (collectively, the 'Bruno Materials') are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any User Content owned and/or posted by you or other users, all Bruno Materials are the copyrighted property of Bruno or its licensors. Furthermore, all trademarks, service marks, and trade names contained in the Bruno Materials are proprietary to Bruno or its licensors. Except as expressly set forth herein, your use of the Service does not grant to you ownership of or any other rights with respect to any content, code, data, user comments or other materials that you may access on or through the Service. Bruno reserves all rights to the Bruno Materials not expressly granted in the Terms.
7. Feedback
You may choose to or Bruno may invite you to submit comments, bug reports, ideas or other feedback about the Service, including without limitation about how to improve the Service or any other Bruno products ('Feedback'). By submitting any Feedback, you agree that Bruno is free to use such Feedback at its discretion and without any additional compensation to you, and/or to disclose such Feedback to third parties on a non-confidential basis or otherwise. You hereby grant Bruno a perpetual, irrevocable, nonexclusive license under all rights necessary to incorporate and use your Feedback for any purpose.
8. Third-Party Store
8.1. Bruno may make available to you additional content, applications and services that are offered by third parties ('Third Party Content'). You acknowledge that your use of Third Party Content may be subject to additional fees. You further acknowledge that your use of any Third Party Content may be subject to a separate agreement between you and the provider of the Third Party Content ('the Third Party Content Provider'), and that Bruno shall not be a party to such separate agreement between you and the Third Party Content Provider. The Third Party Content Provider, and not Bruno, is solely responsible for the applicable Third Party Content, and any claims that you or any other party may have relating to that Third Party Content or its use. Bruno does not endorse and is not responsible for the accuracy, functionality, usefulness, or intellectual property rights of or relating to such Third Party Content. You acknowledge and agree that, notwithstanding the foregoing, Bruno and its affiliates are third party beneficiaries of the agreement between you and the Third Party Content Provider and that Bruno will have the right (and will be deemed to have accepted the right) to enforce such agreement against you as a third party beneficiary thereof.
8.2. By subscribing to or purchasing any Third Party Content, you grant Bruno permission to share your User Content, and user information with the Third Party Content Provider as necessary for you to be provided the Third Party Content.
9. Recommendations
Bruno may, and you grant Bruno permission to, make recommendations via the Service or email for products or services that in Bruno's opinion may be of interest to you based on your User Content, and/or use of the Service.
10. Modification and Termination
10.1. Bruno is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Service may change from time to time without prior notice to you and that Bruno may add new features and remove features or otherwise change any part of the Service at any time without notice.
10.2. You may terminate these Terms at any time by canceling paid subscription on the Service and discontinuing your use of the Service. You will not receive any refunds if you cancel your account or otherwise terminate these Terms.
10.3. You agree that Bruno, in its sole discretion and for any or no reason, may terminate these Terms and your account for the Service. You agree that any termination of your access to the Service may be without prior notice, and you agree that Bruno will not be liable to you or any third party for such termination. If Bruno terminates these Terms or your access or use of the Service due to your breach of these Terms or any suspected fraudulent, abusive, or illegal activity, then termination of these Terms shall be in addition to any other remedies Bruno may have at law or in equity. Notwithstanding anything to the contrary herein, in the event of any termination by Bruno other than due to your breach of these Terms, Bruno will reimburse to you any fees you have prepaid for resources and services purchased hereunder, prorated to the date of such termination.
10.4. Upon any termination or expiration of these Terms, whether by you or Bruno, ANY INFORMATION (INCLUDING USER CONTENT) THAT YOU HAVE POSTED OR SUBMITTED ON OR THROUGH THE SERVICE OR THAT WHICH IS RELATED TO YOUR ACCOUNT MAY NO LONGER BE ACCESSED BY YOU. You are solely responsible for retrieving your User Content from the Service prior to termination of your account for any reason, provided that if we terminate your account, we will provide you a reasonable opportunity to retrieve your User Content.
10.5. Upon any termination of these Terms or your account, Sections 4, 5, 6, 7, 10.4, 10.5, 11, 12, 13, 14, 17 and 18 shall survive.
11. Exclusion of Warranties
11.1. Nothing in these Terms shall exclude or limit Bruno's warranty or liability for losses which may not be lawfully excluded or limited by applicable law.
11.2. You expressly understand and agree that your use of the Service is at your sole risk and that the Service is provided 'as is” and 'as available” without warranties of any kind either express or implied. To the fullest extent permissible pursuant to applicable law, Bruno, its subsidiaries and affiliates, and its licensors make no express warranties and disclaim all implied warranties regarding the Service, User Content or any Third Party Content or external sites, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, correctness, accuracy and reliability. Without limiting the generality of the foregoing, Bruno, its subsidiaries and affiliates, and its licensors do not represent or warrant to you that: (A) your use of the Service will meet your requirements, (B) your use of the Service will be uninterrupted, timely, secure or free from error, (C) usage data provided through the Service will be accurate or (D) the Service or any content, services, or features made available on or through the Service are free of viruses or other harmful components.
12. Limitation of Liability
12.1. Subject to Section 11 above, you understand and agree that Bruno, its subsidiaries and affiliates, and its licensors shall not be liable to you for any indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability, including, but not limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation, any loss of data suffered, cost of procurement of substitute goods or services, or other intangible loss, even if Bruno or a Bruno authorized representative has been advised of the possibility of such damages.
12.2. Subject to Section 11 above, you agree that the aggregate liability of Bruno, its subsidiaries and affiliates, and its licensors to you for all claims arising out of or relating to the use of or any inability to use any portion of the Service or otherwise under these Terms, whether in contract, tort, or otherwise, is limited to US$100.
12.3. You acknowledge and agree that Bruno has made available the Service and entered into these Terms in reliance upon the warranty disclaimers and the limitations of liability set forth herein, that the warranty disclaimers and the limitations of liability set forth herein reflect a reasonable and fair allocation of risk between you and Bruno, and that the warranty disclaimers and the limitations of liability set forth herein form an essential basis of the bargain between you and Bruno. Bruno would not be able to provide the Service to you without these limitations.
13. Indemnification
You agree to hold harmless and indemnify Bruno and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners from and against any third party claim arising from or in any way related to (a) your breach of the Terms, (b) your violation of applicable laws, rules or regulations in connection with the Service, or (c) your User Content, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such case, Bruno will provide you with written notice of such claim, suit or action; will provide you the opportunity to control the defense and/or settlement of such claim, suit or action; and will provide you reasonable assistance in such defense or settlement, upon reasonable request.
14. User Disagreements
You alone are responsible for your involvement and interactions with other users of the Service. Bruno reserves the right, but has no obligation, to monitor disagreements between you and other users. If you have a dispute with any other users of the Service, you irrevocably and forever release Bruno (and Bruno's affiliates, officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: 'A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
15. External Sites
15.1. The Service may include hyperlinks to other web sites or resources (collectively, 'External Sites”) solely as a convenience to its users. Bruno has no control over any External Sites which are provided by companies or persons other than Bruno.
15.2. You acknowledge and agree that Bruno is not responsible for the availability of any External Sites, and does not endorse any advertising, products or other materials on or available from the External Sites.
15.3. You acknowledge and agree that Bruno is not liable for any loss or damage which may be incurred as a result of the availability of the External Sites, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, the External Sites.
16. Changes to the Terms
16.1. Bruno may make changes to the Terms from time to time. When such changes are made, Bruno will make the updated Terms available on or through the Service. Please check these Terms periodically for changes.
16.2. Unless otherwise agreed to between you and Bruno in writing, your continued use of the Service after such changes have been published on or through the Service shall constitute your binding acceptance of such changes.
16.3. Unless otherwise agreed to between you and Bruno in writing, in the event that such changes materially alter your rights or obligations hereunder such amended Terms will automatically be effective upon the earlier of (i) your continued use of the Service with actual knowledge of such modifications, or (ii) 30 days from the date such modified Terms are made available on or through the Service.
16.4. Notwithstanding the foregoing, the resolution of any dispute that arises between you and Bruno will be governed by the Terms in effect at the time such dispute arose.
17. Dispute Resolution and Arbitration
17.1. In the interest of resolving disputes between you and Bruno in the most expedient and cost effective manner, you and Bruno agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Our agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND BRUNO ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
17.2. Despite the provisions of Section 17.1, we both agree that nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either of us to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim.
17.3. Any arbitration between you and Bruno will be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, 'AAA Rules') of the American Arbitration Association ('AAA'), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at https://www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Bruno.
17.4. A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail or Federal Express (signature required), or if we do not have a physical address on file for you, by electronic mail ('Notice'). Bruno's address for Notice is: Bruno, Inc., 489 Agnes Street Suite 112 - 675, Bastrop, Texas 78602. The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ('Demand'). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or Bruno may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Bruno must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If our dispute is finally resolved through arbitration in your favor, Bruno will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by Bruno in settlement of the dispute prior to the arbitrator's award; or (iii) $1,000.
17.5. If you commence arbitration in accordance with these Terms, Bruno will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Wilmington County, Delaware USA but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Bruno for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator's ruling on the merits.
17.6. YOU AND BRUNO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Bruno agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.
17.7. If Bruno makes any future change to this arbitration provision (other than a change to Bruno's address for Notice), you may reject the change by sending us written notice within 30 days of the change to Bruno's address for Notice, in which case your account with Bruno will be immediately terminated and this arbitration provision, as in effect immediately prior to the amendments you reject will survive.
17.8. If Section 17.6 is found to be unenforceable or if the entirety of this Section 17 is found to be unenforceable, then the entirety of this Section 17 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in Section 18.7 will govern any action arising out of or related to these Terms.
18. General Legal Terms
18.1. The Terms constitute the whole legal agreement between you and Bruno and govern your use of the Service (but excluding any services which Bruno may provide to you under a separate written agreement or the use of our Open-source product) and completely replace any prior agreements between you and Bruno in relation to the Service.
18.2. There are no third party beneficiaries to these Terms. The parties are independent contractors, and nothing in these Terms creates an agency, partnership or joint venture.
18.3. If Bruno provides you with a translation of the English language version of these Terms, the English language version of these Terms will control if there is any conflict.
18.4. You agree that Bruno may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Service. By providing Bruno your email address, you consent to our using the email address to send you any notices required by law in lieu of communication by postal mail. You may provide us with legal notices at our postal address set forth above or via email to support@usebruno.com.
18.5. You agree that if Bruno does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Bruno has the benefit of under any applicable law), this will not be deemed a waiver of any such rights or remedies, and that those rights or remedies will still be available to Bruno.
18.6. Bruno shall not be liable for failing or delaying performance of its obligations resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, earthquake, fire, flood or other acts of God, labor conditions, power failures, and Internet disturbances.
18.7. The Terms, and your relationship with Bruno under the Terms, shall be governed by the laws of the State of Delaware without regard to its conflict of laws provisions. You and Bruno agree to submit to the exclusive jurisdiction of the courts located within the county of Wilmington, Delaware USA to resolve any legal matter arising from the Terms.
18.8. You understand that the Service is subject to United States export controls administered by the U.S. Department of Commerce and the United States Department of Treasury Office of Foreign Assets Control. You acknowledge and agree that the Service and any User Content or Third Party Content accessed by you shall not be used, transferred or otherwise exported or re-exported to countries as to which the United States, maintains an embargo (collectively, 'Embargoed Countries'), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury's List of Specially Designated Nationals or the U.S. Department of Commerce's Entity List, Denied Persons List, or Unverified List, or the U.S. Department of State's Nonproliferation Sanctions list (collectively, 'Designated Nationals'). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. By using the Service, including without limitation by uploading or accessing any User Content or Third Party Content, you represent and warrant that you are not located in, under the control of, or a national or resident of an Embargoed Country or Designated National. You agree to comply strictly with all U.S. export laws and assume sole responsibility for obtaining United States government export licenses to export or re-export as may be required. You will defend, indemnify, and hold harmless Bruno and its suppliers and licensors from and against any violation of such laws or regulations by you or any of your agents, officers, directors or employees.
18.9. Neither party may assign any of its rights or obligations under these Terms, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, Bruno may assign the entirety of its rights and obligations under these Terms, without your consent, to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any assignment attempted to be made in violation of these Terms will be void.