Terms of Use

Updated: May 6th, 2019

1. Acceptance of Terms


exSEED, Inc. (referred to as “exSEED,” “us”, “our”, or “we”) provide this website and any mobile applications, including exSEED app. Your access and use of our website and exSEED app (“Site”) is subject to these Terms of Use (“Terms”) and exSEED - Privacy Policy (“Privacy Policy”). By accessing and using the Site, you understand and agree to these Terms and Privacy Policy. We reserve the right to change these Terms from time to time with or without notice to you. You acknowledge and agree that it is your responsibility to periodically review the Terms and Privacy Policy. Your continued use of this Site and any offerings made available on the Site, including but not limited to joining product launch waitlists and use of our products, after such modifications will constitute acknowledgment and acceptance of the modified Terms. exSEED means exSEED, Inc. and its affiliates. For purposes of these Terms, “Affiliates” includes exSEED’s owners, licensees, assigns, subsidiaries, affiliated companies, officers, directors, employees, sponsors, and thirdparty vendors and includes (without limitation) all parties involved in creating, producing, and/or delivering this Site and/or contents and offerings available on this Site.


BY USING THIS SITE AND OFFERINGS ON THIS SITE, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT WISH TO BE BOUND BY THE THESE TERMS, DO NOT ACCESS OR USE THE SITE.


2. Site Uses and Conduct


This Site is intended for your personal, non-commercial use. Your use of the Site is subject to all applicable laws and regulations. You will not collect or store personal information or data associated with other users of the Site. You will not publish, post, upload, email or otherwise transmit any advertising or promotional materials, including junk or bulk email (“spam”), chain letters or any other form of unauthorized communication. You will use and access this Site for lawful purposes only. You will not access or use this Site for any purpose that is unlawful, threatening, harassing, abusive, defamatory, deceptive, tortious, fraudulent, invasive of another’s privacy, hateful, obscene or abusive. If you submit content to the Site, you will not submit any content that is illegal, expressly or implicitly profane, derogatory or otherwise injurious to exSEED or its Affiliates. You will not use or access the Site to victimize an individual or group of individuals. You will not access or use the Site to infringe on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party. You will not access or use this Site in a way that could damage, disrupt, or limit the functionality of this Site or otherwise interfere with or cause damage to exSEED or the Site, including but not limited to uploading computer codes, files or programs that may interfere with the Site, the Site’s functionality, or any hardware, software or telecommunications equipment. You will not access or use the Site to attempt to or to actually obtain unauthorized access to the Site, computer systems and networks associated with the Site, or data or other information of any third party by any means. You will not access or use the Site to breach the security of, compromise or otherwise gain access to secured, protected or inaccessible areas of this Site. You will not impersonate any other person or entity, including our employees or representatives. You are solely responsible for your use and access to the Site.


3. Intellectual Property


The Site and its content are protected by any and all intellectual property and/or other proprietary rights available within the United States. All rights, title and interests in this Site and its content are the sole and exclusive property of exSEED or its affiliates except when stated otherwise. For purposes of these Terms, “content” means any information, communications, software, published works, photos, video, graphics, music, sounds, or other material that can be viewed by users on our Site and is owned by exSEED or its affiliates. All custom graphics, icons, logos and service names on the Site are registered trademarks, trademarks or service marks (collectively “Marks”) of exSEED or their respective third-party owners. Nothing in these Terms grants you any right to use any Mark. You are prohibited from using the Marks for any purpose, including using the Marks as metatags on other sites, or modifying the Marks in any way. You agree that if you copy, download or publish the Marks in any way for your personal, non-commercial use, you will not remove or obscure any notices accompanying the Marks. The Site is for your personal, non-commercial use only. You may not copy, display, reproduce, modify, republish, upload, post, transmit, transfer, license, or distribute in whole or in any part in any form or by any means whatsoever for public or commercial purposes the Site, its content, its software, or its offerings without prior written permission from us. Any unauthorized use of Site content violates our intellectual property interests and could result in criminal or civil penalties. You agree that if you copy, download or publish the Site or any of the Site’s content in any way for your personal, non-commercial use, you will not remove or obscure any copyright or other notices that are on the Site or accompany such content. Neither we or our affiliates warrant or represent that your use of materials displayed on, or obtained through, this Site will not infringe the rights of third parties. All communications or material sent by you to us will be treated as non-confidential and non-proprietary (subject to our Privacy Policy). Please do not submit confidential or proprietary information to us (including patentable ideas, new content suggestions or business proposals) unless we have mutually agreed in writing otherwise. Ideas that we receive unsolicited will be treated as property owned by exSEED and will not be returned to you. We respect the intellectual property rights of others, and we ask you to do the same. In instances where we are notified of alleged infringing content through our designated agent (specified below), a decision may be made to remove access or disable access to such materials. We may also make a good faith attempt to contact the person who submitted the affected material so that they may make a counter-notification.


4. Privacy and Security


We may collect, use, and disclose your information according to our Privacy Policy, which is incorporated by reference. You may be asked to set up an account and password in order to access some of the offerings on the Site as they become available. As part of this process, certain personal information may be requested from you (“Registration Info”). If Registration Info is sought and provided, you will have the ability to maintain and periodically update your Registration Info as you see fit. By registering, you agree that all information provided by you as Registration Info is true and accurate and that you will maintain and update this information as required in order to keep it current, complete, and accurate. You hereby grant us the right to disclose to third parties certain Registration Info about you. If you register for an account on the Site, you agree that you are responsible for maintaining the security and confidentiality of your password and that you are fully responsible for all activities or charges that are incurred under your account. Therefore, you must take reasonable steps to ensure that others do not gain access to your password and account. Our employees will never ask you for your password.

5. Referral Program

Referral Program. We may offer users the opportunity to participate in a program that rewards users for referring their friends and family members to exSEED (“Referral Program”).

Earning Rewards. Eligible users will have the opportunity to receive a promotional reward when you join the waitlist and each time you refer a friend to exSEED using a referral link issued to you by exSEED, when you join the waitlist. In order to earn rewards, you must provide your unique referral link to your friend, your friend must use your unique referral link when he or she joins the waitlist, and both you and the friend you referred must be approved to become Authorized Users of, separate exSEED Accounts. When this occurs, exSEED will credit ten U.S. Dollars ($10.00) to your exSEED Account for joining, ten U.S. Dollars ($10.00) to your exSEED account for the friend you referred and ten U.S. Dollars ($10.00) to the exSEED Account of the friend you referred. You may only earn ten U.S. Dollars ($10.00) per exSEED Account opened by a friend you referred, even if you referred two or more friends who each become owners or Authorized Users of the same exSEED Account. You may not earn rewards for referring an individual who becomes an Authorized User of your exSEED Account, or for referring an individual that opens a exSEED Account on which you are or become an Authorized User.

You may not earn any rewards if your exSEED Account is past due, canceled, has a returned payment outstanding, or is otherwise in default.

Rewards are issued solely for loyalty, awards, and promotional purposes. You may not use your rewards for a business or commercial purpose. Rewards have no cash value until and unless exSEED credits your exSEED Account, as described above. Rewards are not your property and you can’t transfer rewards to any other person. Rewards can’t be transferred by operation of law, such as by inheritance, bankruptcy, or in connection with a divorce. Rewards remain the property of exSEED until exSEED credits them to your exSEED Account. exSEED reserves the right to decline to credit your account for rewards earned at any time and for any reason, subject to applicable law.

If we, in our sole discretion, determine that you have engaged in abuse, misuse, or fraud in connection with earning rewards or that you attempt to do so, we may take any action, including: (i) take away any rewards in your exSEED Account; (ii) temporarily suspend your ability to earn rewards or receive a credit to your exSEED Account for rewards previously earned; (iii) terminate your participation in the Rewards Program; and/or (v) cancel your online account and/or exSEED Account.

Amendments, Restrictions, Termination. We may add to, terminate, and/or change the Referral Program at any time with or without notice to you. For example, we could change the amount of rewards you can earn for referrals, impose caps and/or fees on earning and/or using rewards, place restrictions on or terminate your ability to earn or redeem rewards, terminate your membership in the Referral Program, or terminate all or parts of the Referral Program. You acknowledge that in the event we make these changes, you may no longer be able to earn rewards.

If you or we close one or more of your exSEED Account(s) for any reason, we may immediately require you to forfeit all of your ability to earn rewards.

Fees, Taxes. There is no fee to participate in the Referral Program. It is your responsibility to find out if you are liable for any federal, state, or local taxes as a result of earning rewards.


6. Warranty Disclaimer and Limitation of Liability


YOU UNDERSTAND AND ACKNOWLEDGE THAT WE CANNOT PROMISE OR GUARANTEE SPECIFIC RESULTS FOR USING THE SITE OR ANY OFFERINGS AVAILABLE ON THE SITE. THE CONTENT AND OFFERINGS ON THE SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE”. EXSEED DOES NOT WARRANT, EXPRESSLY OR IMPLIEDLY, THE SITE OR OFFERINGS MADE AVAILABLE ON THE SITE FOR ANY PARTICULAR PURPOSE. exSEED EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO, TITLE, NON-INFRINGEMENT, AND MERCHANTABILITY OF FITNESS FOR A PARTICULAR PURPOSE.


WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT THE SITE OR ITS CONTENT OR OFFERINGS WILL MEET YOUR REQUIREMENTS, BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE. EXSEED CANNOT AND DOES NOT GUARANTEE THE VALIDITY, ACCURACY, TIMELINESS, COMPLETENESS OR RESULTS OF THE SITE OR ITS CONTENT OR OFFERINGS. EXSEED OR ITS AFFILIATES IS NOT RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT MAY RESULT FROM A THIRD-PARTY’S INTERCEPTION OF THE CONTENT OR OFFERINGS MADE AVAILABLE TO YOU ON THE SITE. THIS SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES OR TYPOGRAPHICAL ERRORS. EXSEED MAY MAKE CHANGES TO THE CONTENT AND OFFERINGS AT THIS SITE AT ANY TIME WITHOUT NOTICE.


THE USE OF THE OFFERINGS OR THE DOWNLOADING OR OTHER ACQUISITION OF ANY SITE CONTENT IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITIES. EXSEED AND ITS AFFILIATES WILL NOT HAVE ANY LIABILITY OR RESPONSIBILITY OF ANY KIND WHATSOEVER FOR ANY DAMAGE OR LOSS IN THE EVENT OF OR IN CONNECTION WITH ANY OF THE FOLLOWING: ANY FAILURE OR INTERRUPTION OF THIS SITE; ANY ERROR, ACT OR OMISSION IN THE TECHNICAL CONTENT AND OPERATION OF THE SITE; ANY ERROR IN THE SITE CONTENT; ANY OFFERINGS OR SERVICE MADE AVAILABLE IN THE SITE; ANY CONDUCT OF SITE USERS; ANY ACTION TAKEN WITH RESPECT TO RIGHTS HOLDERS; OR ANY OTHER CAUSE RELATED TO YOUR ACCESS OR THE INABILITY TO ACCESS THE SITE OR ITS CONTENT IRRESPECTIVE OF WHETHER THE CIRCUMSTANCES GIVING RISE TO ANY OF THE FOREGOING MAY HAVE BEEN WITHIN THE CONTROL OF EXSEED OR ITS AFFILIATES THAT PROVIDE SERVICES OR SOFTWARE. IN NO EVENT WILL EXSEED OR ITS AFFILIATES BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR ANY OTHER DAMAGES WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS SITE OR OF ANY WEBSITE REFERENCED OR LINKED TO FROM THIS SITE. THIS LIMITATION OF LIABILITY INCLUDES BUT IS NOT LIMITED TO ANY ELECTRONIC EQUIPMENT FAILURE, ELECTRONIC VIRUS TRANSMISSION, CONNECTIVITY ISSUES, UNAUTHORIZED ACCESS, THEFT, OPERATOR ERRORS, OR ANY FORCE MAJEURE INCLUDING BUT NOT LIMITED TO: LABOR DISTURBANCE, WAR, FIRE, ACCIDENT, ADVERSE WEATHER, INABILITY TO SECURE TRANSPORTATION, GOVERNMENTAL ACT OR REGULATION, AND OTHER CAUSES OR EVENTS BEYOND OUR REASONABLE CONTROL.


EXSEED NEITHER ENDORSES NOR ASSUMES ANY LIABILITY FOR ANY MATERIAL (INCLUDING BUT NOT LIMITED TO FACTS, STATEMENTS, AND OPINIONS) UPLOADED OR SUBMITTED BY ANY THIRD-PARTY ON ANY PART OF THE SITE. YOU ACKNOWLEDGE AND AGREE THAT ANY RELIANCE UPON SUCH MATERIAL IS AT YOUR SOLE RISK. IN NO EVENT WILL exSEED OR ITS AFFILIATES BE LIABLE TO YOU OR ANY THIRDPARTY FOR ANY INJURY OR LOSS. We and our agents reserve the right to remove any and all postings that we feel do not comply with these Terms and any other rules of user conduct for our Site, or are otherwise harmful, objectionable, or inaccurate. We are not responsible for any failure or delay in removing such postings.


Links. The Site may redirect or link to other websites on the Internet, or may otherwise include references to information, products or services made available by unaffiliated third parties. While we make every effort to work with trusted, reputable providers, from time to time such sites may contain information, material, or policies that some may find inappropriate or personally objectionable. You understand that we are not responsible for the accuracy, completeness, decency, or legality of content hosted by third party websites, nor are we responsible for errors or omissions in any references made on those websites. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with the Site or party by us, or any warranty of any kind, either express or implied. You understand that the privacy policies and terms of use for such other sites may differ from those that apply to this Site and your use of this Site.


YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD US AND OUR AFFILIATES HARMLESS FROM AND AGAINST ALL LIABILITIES, CLAIMS, AND EXPENSES, INCLUDING ATTORNEYS’ FEES, THAT MAY ARISE FROM OR RELATE TO ANY ALLEGED OR ACTUAL CLAIMS, DEMANDS, CAUSES OF ACTION, JUDGMENTS, DAMAGES, LOSSES, LIABILITIES AND ALL COSTS AND EXPENSES OF DEFENSE (INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT COSTS) ARISING OUT OF OR RELATING TO: (A) YOUR USE OR MISUSE OF THIS SITE; (B) YOUR BREACH OF THIS AGREEMENT; (C) YOUR VIOLATION OF ANY LAW OR REGULATION; (D) A THIRD-PARTY’S CLAIM THAT IS BASED ON YOUR USE OR MISUSE OF THE SITE; (E) ANY MISREPRESENTATION MADE BY YOU; (F) ANY DISPUTE BETWEEN YOU AND ANOTHER SITE USER; (G) THE THEFT, MISAPPROPRIATION OR DISCLOSURE OF YOUR PASSWORD; (H) YOUR AUTHORIZATION OF ANYONE ELSE TO USE YOUR PASSWORD. WE RESERVE THE RIGHT, AT OUR OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU WILL COOPERATE WITH US IN ASSERTING ANY AVAILABLE DEFENSES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR DAMAGES SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.


7. Termination of Use


You agree that we may, at our sole discretion, terminate or suspend your access to all or part of the Site with or without notice and for any reason, including, without limitation, breach of these Terms. Any suspected fraudulent, abusive or illegal activity may be grounds for barring your access to this Site, and reporting you to the proper authorities, if necessary. We shall not be liable to you or any third party for any claims for damages arising out of any termination or suspension or any other actions taken by us in connection therewith.


8. Miscellaneous Provisions


International Use. Although this Site may be accessible worldwide, we make no representation that materials on this Site are appropriate or available for use in locations outside the United States. Those who choose to access this Site from other locations do so on their own initiative and at their own risk. If you choose to access this Site from outside the United States, you are responsible for compliance with local laws in your jurisdiction. Any offering made in connection with this Site is void where prohibited.


Governing Law. This Site (excluding any Third Party websites) is controlled by us from our offices in Sunnyvale, California and the statutes and laws of California shall be controlling, without regard to the conflicts of laws principles thereof. You agree and hereby submit to the exclusive personal jurisdiction and venue of the Superior Court of the State of California for the City and County of Sunnyvale or the U.S. District Court for the Northern District of California with respect to such matters controlled by that court.


Savings Clause. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.


No Waiver. Any failure by us to enforce or exercise any provision of these Terms or related rights shall not constitute a waiver of that right or provision.


Entire Agreement. These terms and conditions constitute the entire agreement and understanding between the parties concerning the subject matter hereof and supersedes all prior agreements and understandings of the parties with respect thereto. These Terms may NOT be altered, supplemented, or amended by the use of any other document(s). To the extent that anything in or associated with this Site is in conflict or inconsistent with these Terms, these Terms shall take precedence. If you have any questions regarding these Terms, the Site, the Site content or offerings, please contact us at: legal@exSEED.io.