Terms of Service
Important details about the services we provide and the responsibilities we all share.
ZIPLINE TERMS OF SERVICE
These Terms of Service relate to your use and access to the services provided by Zipline International Inc., a Delaware corporation ("Zipline," "we" or "us"), including our website at https://www.zipline.com/, along with our related websites, hosted applications, mobile or other downloadable applications, and other delivery services that utilize uncrewed aerial vehicles to deliver Products (collectively, the "Services"). By using the Services, you may also be subject to other terms of service provided by third parties, including Merchants, payment processors, and application stores.
PLEASE READ THE FOLLOWING TERMS CAREFULLY:
BY CLICKING "ACCEPT," "I AGREE," OR A SIMILAR BUTTON ON AN APP, OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR UTILIZING THE SERVICES, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICES, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING ZIPLINE'S PRIVACY POLICY (TOGETHER, THESE "TERMS"). YOUR USE OF THE SERVICES, AND ZIPLINE'S PROVISION OF THE SERVICES TO YOU, INDICATE YOUR ACCEPTANCE OF THESE TERMS, CONSENT TO TRANSACT ELECTRONICALLY, AND CREATE A BINDING LEGAL AGREEMENT BETWEEN YOU AND ZIPLINE. YOU AGREE THAT ELECTRONIC SIGNATURES AND RECORDS ARE LEGALLY BINDING AND SHALL NOT BE DENIED LEGAL EFFECT SOLELY BECAUSE THEY ARE IN ELECTRONIC FORM. IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE WITH THESE TERMS, PLEASE DO NOT PROCEED WITH, OR PROMPTLY DISCONTINUE, YOUR USE OF THE APP AND THE SERVICES. YOU MAY RETAIN A COPY OF THESE TERMS BY PRINTING THEM OR SAVING THEM USING YOUR BROWSER'S FUNCTIONALITY.
YOU AGREE TO RECEIVE TEXTS/CALLS FROM OR ON BEHALF OF ZIPLINE AT THE PHONE NUMBER YOU PROVIDE TO US. THESE TEXTS/CALLS WILL INCLUDE INFORMATIONAL AND PROMOTIONAL MESSAGES WITH INFORMATION ABOUT ZIPLINE'S SERVICES. YOU UNDERSTAND AND AGREE THAT THESE TEXTS/CALLS MAY BE CONSIDERED TELEMARKETING UNDER APPLICABLE LAW, THEY MAY BE SENT USING AN AUTOMATIC TELEPHONE DIALING SYSTEM OR OTHER AUTOMATED TECHNOLOGY, AND YOUR CONSENT IS NOT A CONDITION OF ANY PURCHASE.
ARBITRATION NOTICE: THESE TERMS OF USE CONTAIN A MANDATORY ARBITRATION PROVISION IN SECTION 14 THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES. THIS MEANS THAT YOU AND ZIPLINE ARE EACH GIVING UP RIGHTS TO SUE EACH OTHER IN COURT OR IN CLASS ACTIONS OF ANY KIND.
WARRANTY DISCLAIMERS AND LIABILITY LIMITATIONS: PLEASE NOTE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS ON ZIPLINE'S LIABILITY ARE EXPLAINED IN SECTION 12.
1. GENERAL PROVISIONS
1.1 Definitions
The following definitions apply to these Terms:
1.1.1 "App" means any mobile application that we make available to you in connection with your use of the Services, including the "Zipline" app.
1.1.2 "Delivery Zip" means the carrier vehicle that is attached to the Zipline UAV and descends via a tether mechanism to the delivery location to deliver the Products.
1.1.3 "Customer" or "you" means the individual or entity to whom Zipline provides Services, including by delivering Products from a Merchant using the Services.
1.1.4 "Customer Content" means Customer-generated content on the App, including ratings or reviews, photos, images, audio or video content.
1.1.5 "Merchant" means any business or other entity that uses the Services to deliver Products via Zipline UAVs to Customers.
1.1.6 "Products" means food, retail, medical, and other products purchased from Merchants through use of the Services.
1.1.7 "Property" means the property where you have chosen to receive delivery.
1.1.8 "Zipline UAV" means an uncrewed aerial vehicle owned and operated by Zipline.
1.2 Updates to these Terms
Zipline may update these Terms at any time without any prior notice to you. When we make material changes to these Terms, we will update the "Revised" date below these Terms and, to the extent required by law, notify you that material changes have been made to the Terms, including by posting the revised Terms at www.zipline.com or by directly sending you a notification or email notice. Such updated Terms will apply to your use of the Services after the date on which Zipline has posted the updated Terms. By continuing to use or access the Services after Zipline posts any change, you accept such updated Terms. If you do not agree to the updated Terms, do not continue to use or access the Services.
1.3 Eligibility
You must be at least eighteen (18) years old to use the Services, and capable of entering into a legally binding agreement on your behalf. We reserve the right to suspend and/or permanently deactivate your account or take other appropriate action at our sole discretion, with or without notice to you, unless otherwise required by law, and without liability to you or any third party. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms.
1.4 Account Registration
You are required to register for an account to use the Services. You must provide accurate and complete information to register for an account. You agree that the information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up to date at all times. You may not share your account credentials or make your account available to anyone else and you are solely and completely responsible for maintaining the confidentiality of your account and credentials, and you accept responsibility for all activities that occur under your account. You agree that you will prevent use of your account by minors. You must notify Zipline immediately of any breach of security or unauthorized use of your account. Zipline will not be liable, and you may be liable, for losses, damages, liability, expenses, and fees incurred by Zipline or a third party for any losses caused by any unauthorized use of your account.
1.5 Service-Specific Terms
Additional terms and conditions may apply to certain features and functionalities ("Service-Specific Terms"). All Service-Specific Terms are incorporated into these Terms by reference.
2. SERVICES
2.1 Acknowledgement of Risk
2.1.1 Risks. You understand and are aware that your use of the Services carries potential risks that cannot be entirely eliminated due to the nature of the Services. For example, Zipline UAVs and Delivery Zips have moving parts and automated components that could cause bodily injury or other harm to yourself or others, or damage to or loss of property. You hereby voluntarily, knowingly, and freely accept and assume full responsibility for all such risks, whether foreseen or unforeseen, and for any injury, illness, disability, death, property loss or damage, or any other loss, liability, or cost that may be incurred by you or others while using the Services. In addition, you consent to operation of Zipline UAVs and Delivery Zips over the Property and will strictly follow all instructions and restrictions provided to you by Zipline, including the ones set forth in this Section 2.
2.1.2 Safety. You agree to clear your delivery location of any people, pets, or other obstacles during delivery and stay at least six (6) feet from the delivery area until the delivery is complete. You agree not to touch, nor to allow or cause other people, pets, or objects on the Property, to touch a Delivery Zip. You agree not to touch, nor to allow or cause other people, pets, or objects to touch, the package containing the Products until it has been fully lowered to the ground and the Delivery Zip has fully cleared the delivery area. YOUR FAILURE TO CLEAR THE DELIVERY LOCATION AND FOLLOW ALL SAFETY INSTRUCTIONS PROVIDED BY ZIPLINE, WHETHER IN THESE TERMS, APP, OR OTHERWISE, MAY CAUSE SERIOUS BODILY INJURY TO YOU OR TO A THIRD PARTY OR DAMAGE TO PROPERTY.
2.1.3 Allergen Warning. A Zipline UAV and, if applicable, the Delivery Zip connected to such Zipline UAV, is used to carry a wide variety of Products. Their surfaces, including the interior of the Delivery Zip, may come into contact with known allergens, including but not limited to milk, wheat, soybean, fish, tree nuts, peanuts, eggs, and egg products. Zipline cannot guarantee that Products delivered by a Zipline UAV will be free from trace amounts of such allergens. By using the Services, you acknowledge any associated risks such exposure to such allergens. Additionally, if you have food allergies or other questions about a Product, please contact the Merchant directly. Products are not prepared by Zipline and Zipline does not take responsibility for any Products sold by Merchants. Merchants are responsible for the accuracy of any Product descriptions, including food and allergy information.
2.2 Access to Property
2.2.1 Consent to Access Property for Deliveries. In order to deliver Products to your location, Zipline will need access to the Property. By placing an order for delivery under these Terms, (a) you represent and warrant that you have all rights necessary to grant access to the Property, including by Zipline UAVs; (b) you give your consent for the use of the Services at the Property, including your consent for Zipline UAVs to fly or hover over the delivery location and use a parachute mechanism or Delivery Zip to lower the Products onto such delivery location, and (c) you give any other consents required by these Terms in connection with the use of the Services.
2.2.2 Limited Right of Entry. You acknowledge that Zipline employees or its agents may need to access the Property from time to time in connection with the Services. You hereby give your consent for Zipline employees and agents to enter the Property upon reasonable notice, including to access, inspect and/or remove Zipline UAV, Delivery Zip, or other item from the Property. You agree to contact customer support immediately by emailing support@flyzipline.com if a problem with Zipline's UAV, Delivery Zip, or delivery services occurs on the Property. You agree to provide reasonable assistance to Zipline in connection with access under this provision.
3. PRODUCTS
3.1 Product Listings
The Services list Products sold by Merchants, and Zipline only provides the Services in connection with delivering Products from the Merchant to you. Unless otherwise noted, Zipline is not the seller of the Products, is not an insurer, and assumes no responsibility for Products sold by Merchants. The availability through the Services of any listing, description, or image of a Product on the App are solely the responsibility of the Merchant and does not imply our endorsement of such. Such listings and the availability of any Product (including the validity of any coupon or discount) are subject to change at any time before we accept your order. Product descriptions are approximate and are for convenience only. Zipline is not responsible for any third party's, including any Merchant's, food preparation or product offerings, food or product handling, or the safety or quality of the food or other products, or whether the photographs, images, menu or product listings, catalog, item descriptions, or other menu, product, or catalog information displayed through the Services accurately reflect the goods and services sold by third parties, including Merchants, and does not verify third parties' compliance with applicable laws or regulations. Zipline has no responsibility or liability for acts or omissions by any third party, including any Merchant.
3.2 Product Pricing
You are ordering Products directly from the Merchant and Zipline has no control over the pricing of the Products that is charged to you by the Merchant, provided that Zipline may charge delivery and other fees to you or the Merchant.
3.3 Title
Zipline does not have or take title to Products that you purchase through the Services. You agree that the goods that you purchase will be prepared by the Merchant and that title to the goods passes from the Merchant to you at the Merchant's location prior to delivery.
3.4 Changes
Zipline may, at its sole discretion, at any time without prior notice to you: (i) change, restrict access to, suspend, or discontinue the Services, or any portion of the Services; (ii) add, remove, or modify any Services or functionality that is available through the Services; or (iii) modify, suspend, or terminate your access to the Services, without liability to you or any third party. All delivery, pickup, or preparation times indicated through the Services are estimates only and do not represent a promise, commitment, or guarantee by Zipline. Delivery times may vary, and the Services may not always be available. We may not be able to accept an order or we may delay or refuse an order for any reason. We reserve the right to impose weight and quantity limits on any order or reject all or any part of an order. In the event a fee is listed incorrectly, Zipline will have the right to refuse or cancel any orders.
3.5 ZIPLINE IS NOT A PHARMACY OR HEALTHCARE PROVIDER
YOU ACKNOWLEDGE (I) THAT ZIPLINE IS NOT A PHARMACY, HEALTHCARE PROVIDER OR MEDICAL SUPPLIER, (II) DOES NOT ENGAGE IN THE PRACTICE OF MEDICINE, PHARMACY, OR ANY HEALTHCARE-RELATED SERVICES, AND (III) DOES NOT PROVIDE MEDICAL ADVICE, DIAGNOSIS, PRESCRIPTION OR THERAPEUTIC RECOMMENDATIONS. MERCHANT IS SOLELY RESPONSIBLE FOR SUCH PRODUCTS AND ZIPLINE MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THEIR LEGALITY, SAFETY OR EFFECTIVENESS.
4. PAYMENTS AND REFUNDS
4.1 Confirmation and Acceptance
Any fees and other costs associated with the Services, including any taxes will be displayed to you during the check-out process. Sales through the App are online sales and are processed as online transactions. You will have the opportunity to review and confirm your order, including delivery address, payment method, and other details of your order. We will send an electronic acknowledgment indicating we have received your order to the email address associated with your account, but such acknowledgment does not constitute our acceptance of an order or our confirmation of an offer to sell a Product. If we accept the order for delivery, we will send you a separate confirmation email indicating that the item will be delivered. It is your responsibility to ensure that your email settings are configured to receive our messages. We will display or send a notice when we ultimately accept your order, and our acceptance will be complete at the time we display or send the formal acceptance notice.
4.2 Payment Terms
Certain features of the Services may require you to pay fees. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. Unless otherwise specifically provided for in these Terms, all fees are in U.S. Dollars and are non-refundable, except as required by law.
4.2.1 Payment Method. You are responsible for paying all fees and costs incurred by your account in connection with the Services. You will be required to provide a valid payment method on the App prior to placing an order. By providing this payment method, you represent and warrant that you are authorized to use the designated payment method and that you authorize us, the Merchant, and our third-party payment processor to charge your payment method for the total amount of your order (including any applicable taxes and other charges) and the delivery fee(s).
4.2.2 Payment Processing. Zipline uses a third-party payment processor in connection with your payment for the Services, and your use of the Services will also be subject to the terms, conditions, and privacy policies of the third-party payment processor. Such third-party services are not under Zipline's control, and to the fullest extent permitted by law, Zipline is not responsible for any third-party service's use of your information. Your access to the Services may be suspended or you may incur additional charges from the payment processor or Zipline if your billing contact information is incorrect or not updated in our records. Zipline is not responsible for any damages arising out of (i) any account suspensions resulting from your incorrect billing contact information, or (ii) any errors or omissions by the payment processor or by your credit card issuer.
4.2.3 Promotions. From time to time, we may release a promotional code or credit ("Promo Code") to use on the App. You are eligible to redeem a Promo Code if you have an active account, subject to any additional terms and conditions that may be applicable to the particular promotion. Promo Codes expire on the date stated on the offer. Offers are limited to one Promo Code per user and may only be used once, unless otherwise stated. Promo Codes may be restricted to specific Merchants, geographic areas or Products. Promo Codes cannot be redeemed for gift cards or cash. Some offers will include additional or different terms and conditions. If you participate in any promotions, please review the applicable rules as well as our Privacy Policy. If the rules for a promotion conflict with these Terms, the promotion rules will govern. Your use of a Promo Code constitutes your acceptance of all terms and conditions applicable to that offer. Offers may be revoked at any time and for any reason before you have used the offer. Offers void where prohibited by law.
4.2.4 Return or Refunds. For issues with your delivery experience, please contact us. Refunds and returns for Products purchases are subject to the Merchant's policies. Generally, charges paid by you for completed and delivered orders, or for orders confirmed by a Merchant, are final and non-refundable. If you cancel an order after preparation has started, no refund of the fee will be available. However, while Zipline has no obligation to provide replacement orders, refunds or credits, we may grant them gratuitously at our sole discretion in each case, subject to compliance with all laws and statutory guarantees as applicable.
5. PRIVACY
By using or accessing the Services, you acknowledge and agree to the collection, processing, use, and disclosure of your personal information in accordance with Zipline's Privacy Policy, which is available at https://www.zipline.com/privacy and is incorporated into these Terms by reference.
6. CONDITIONS OF USE
You agree to comply with the following:
6.1 You will not impersonate or submit information on behalf of any person or entity or otherwise misrepresent your affiliation with a person or entity, and will not use or attempt to use another user's account or information without authorization from Zipline and the user. You will not submit false information or make a misrepresentation to Zipline in your use of the Services;
6.2 You will use the Services only for purposes that are permitted by these Terms and by applicable law. You will not use the Services to engage in any unlawful or tortious behavior, or to otherwise engage in objectionable behavior, including actions that result in damage, harassment, nuisance, annoyance, or inconvenience to any third party;
6.3 You will not sell, resell, rent or otherwise commercially use the Services provided by Zipline;
6.4 You will not engage in any activity that damages or impairs any hardware or software used in connection with the Services, including Zipline UAVs and the App, or that otherwise interferes with Zipline's ability to safely and effectively provide the Services;
6.5 You will not use, reverse engineer, or otherwise access the Services in order to (i) build a competitive product or Services, (ii) to copy any ideas, features, functions, or graphics of the App or the Services, or (iii) infringe or violate the intellectual property rights or any other rights of anyone else (including Zipline). You will not violate, encourage others to violate, or provide instructions on how to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right.
6.6 You will not bypass the measures we may use to prevent or restrict access to the Services, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Services or the content therein;
6.7 You will not copy, distribute, or disclose any part of the Services in any medium, including without limitation by any automated or non-automated "scraping";
6.8 You will not otherwise use the Services in a way that could cause damage or adversely affect any other Customers, the Merchants, or Zipline;
6.9 You will not take any action that imposes, or may impose an unreasonable or disproportionately large load on our infrastructure; and
6.10 You will not attempt to do anything, or permit, encourage, assist, or allow any third party to do anything prohibited in this list of items, or attempt, permit, encourage, assist, or allow any other violation of these Terms.
7. CUSTOMER CONTENT AND SERVICES DATA
7.1 Customer Content
Zipline may provide you with interactive opportunities through the App, including the posting and dissemination of Customer Content. You represent and warrant that any Customer Content submitted, posted, and/or otherwise transmitted through the Services by you does not (i) violate any third-party rights; (ii) contain material that is false, intentionally misleading, deceptive, defamatory, offensive, or abusive; (iii) contain sexually explicit or violent content or photos, images, or videos of weapons, illegal drugs, or hate symbols; (iv) contain any material that is unlawful or relates to unlawful conduct; (v) create a privacy or security risk to any person; (vi) harm, abuse, harass, stalk, threaten, or otherwise offend; (vii) reflect negatively on Zipline; or (viii) otherwise result in civil or criminal liability for you, Zipline, or any third party. Zipline does not control and does not have any obligation to monitor: (a) Customer Content; (b) any content made available by third parties; or (c) the use of the Services by its users. You acknowledge and agree that Zipline reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Services for operational and other purposes. If at any time Zipline chooses to monitor the content, then Zipline still assumes no responsibility or liability for any content or any loss or damage incurred as a result of the use of content. During monitoring, information may be examined, recorded, copied, and used in accordance with our Privacy Policy. Zipline may block, filter, mute, remove, or disable access to any Customer Content uploaded to or transmitted through the Services without any liability to the user who posted such Customer Content to the Services or to any other users of the Services.
7.2 Services Data
Zipline and its systems may generate or collect data and information about you, your property, and usage of our Services, including information collected by Zipline UAVs and Delivery Zips about their surroundings, which may include but are not limited to images, video, location, and other data, as well as usage information relating to your use of the Services, including activity, orders, and transactions (collectively, "Services Data").
7.3 License
You hereby grant Zipline (including Zipline's service providers) a perpetual, irrevocable, transferable, fully paid, royalty-free, non-exclusive, worldwide, fully sublicensable right and license to use, copy, display, publish, modify, remove, publicly perform, translate, create derivative works from, distribute, commercialize, and/or otherwise use the Customer Content in connection with Zipline's business and in all forms now known or hereafter invented without notification to and/or approval by you. You agree that this license includes the right for other Customers to access and use your Customer Content in conjunction with participation in the Services. In addition, you grant Zipline a worldwide, non-exclusive, irrevocable, perpetual, royalty-free, fully paid and fully sublicensable right and license to use, copy, display, publish, modify, remove, publicly perform, translate, create derivative works from, distribute, and commercialize the Services Data for any lawful purpose, including to provide, maintain, improve and train the Services. Zipline will own all derivative data, analytics, and insights generated from the Services Data. This license and ownership of derivative data, analytics, and insights will survive termination of these Terms.
8. INTELLECTUAL PROPERTY
8.1 Zipline and Merchant Intellectual Property
Zipline or Merchant own all rights, title, and interest, including all related patents, copyrights, trademarks, trade dress, and other intellectual property rights, in and to the technology, content or materials relating to the Services. You will not copy or reproduce any technology, content or materials provided to you in connection with the Services. Zipline does not grant you the right to use any branding or logos used in the Services.
8.2 Feedback
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Services provided by you to Zipline are non-confidential, and that we are entitled to use and disseminate them for any purpose, without acknowledgment of or compensation to you. Any additions, alterations, changes, deletions, enhancements, improvements, modifications, or restructuring made to the Services, or any derivatives thereof as a result of such feedback or otherwise arising in connection with the parties' performance under these Terms will be the sole and exclusive property of Zipline, together with all intellectual property and other rights therein.
9. COMMUNICATIONS WITH ZIPLINE
9.1 General
You acknowledge and agree that you may receive communications from or on behalf of Zipline, Merchants, contractors, or other third parties providing services to you or Zipline. These communications may be provided, as permitted by applicable law, through different channels, including via email, SMS/text message, phone, and chat to the modes of contact you provide to Zipline by registering for an account or using the Services; push or in-app notification through the App; on the Zipline website; in person; or in hard copy. Zipline may provide these communications as part of providing the Services, for marketing, as required by law, or for other purposes. For avoidance of doubt, any communication you may receive from Zipline, Merchants, or contractors regarding an order or serviceability is a transactional message. Receiving commercial, promotional, or marketing communications is not a requirement or condition for you to use the Services, and you may opt out in your profile settings or by using the unsubscribe mechanism included in the message, where applicable. You acknowledge and agree that communications from Zipline may include those generated by an automatic telephone dialing system and may include prerecorded or automated messages.
9.2 SMS Messaging
The Services include SMS or mobile messaging features (the "SMS Features"), which Zipline may provide through a third-party provider of SMS services. These may include:
9.2.1.1 Zipline order updates (transactional SMS): Receive Services-related messages related to your order, which may include alerts, order confirmations, delivery updates, and address serviceability notifications.
9.2.1.2 Zipline offers (marketing/promotional SMS): Receive recurring marketing messages, which may include deals, promotions, reminders, and special offers.
9.2.2 By consenting to SMS Features, you agree to receive SMS/text messages from and on behalf of Zipline through your wireless provider to the mobile number you provided. Text messages may be sent using an automatic telephone dialing system or other technology. Marketing messages are recurring.
9.2.3 If your mobile number is registered on any state or federal Do Not Call list, but you then opt in to our SMS Features, then you are agreeing to receive text messages, which will supersede your prior decision to be placed on the Do Not Call list as to text messages.
9.2.4 You understand that you do not have to sign up for Zipline offers in order to make any purchases, and your consent to receive Zipline offers is completely voluntary and not a condition of any purchase with Zipline. However, you acknowledge that receiving Zipline order updates, which are transactional messages related to your purchases, may be necessary for the proper delivery and functioning of the Services.
9.2.5 We do not charge for the SMS Features, but you are solely responsible for all charges and fees associated with SMS/text messaging, including charges and fees imposed by your wireless provider. Message frequency may vary. Message and data rates may apply. Check your mobile plan and contact your wireless provider for details.
9.2.6 You may opt-out of the SMS Features at any time. Text the keyword command "STOP," "UNSUBSCRIBE," "CANCEL," "REMOVE," or "QUIT" or click the unsubscribe link (where available) in any text message to cancel. You will receive a one-time opt-out confirmation text message. No further messages will be sent to your mobile device, unless initiated by you. You acknowledge that any messages you send, including any STOP or HELP requests, to a code or number that we have changed may not be received, and we will not be responsible for honoring requests made in such messages. If you have subscribed to other Zipline mobile message programs and wish to cancel, except where applicable law requires otherwise, you will need to opt out separately from those programs by following the instructions provided in their respective mobile terms.
9.2.7 For support or assistance, text HELP in response to a text message you receive or email support@flyzipline.com.
9.2.8 The wireless carriers supported by the SMS Features are not liable for delayed or undelivered messages. You agree to provide us with a valid mobile number. If you get a new mobile number, you will need to sign up for the SMS Features with your new number to receive SMS messages from Zipline.
9.2.9 To the extent permitted by applicable law, you agree that we will not be liable for failed, delayed, or misdirected delivery of any information sent through the SMS Features, any errors in such information, and/or any action you may or may not take in reliance on the information or SMS Features.
10. THIRD-PARTY SERVICES AND LINKS
Zipline may provide tools through the Services that enable you to export information, including Customer Content, to third-party services. By using one of these tools, you hereby authorize Zipline to transfer that information to the applicable third-party service. Third-party services are not under Zipline's control, and, to the fullest extent permitted by law, Zipline is not responsible for any third-party service's use of your exported information. The Services may also contain links to third-party websites, applications, or ads. Third-party links will be governed by the terms and privacy policy applicable to the corresponding third party. We encourage you to review the third party's applicable policies and contact the third party if you have questions. We do not control and are not responsible for third-party links. We provide the third-party links only as a convenience and do not review, approve, monitor, endorse, warrant, or make any representations with respect to them, or any content, products, or services accessible through such links. Your use of any third party link is at your own risk. We will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
11. TERM AND TERMINATION
11.1 Term
These Terms will become effective on the date you accept them by clicking "Accept," "I agree," or a similar button on the App or first download, install, access, or use the Services, and ending when terminated in accordance with Section 11.2. These Terms will be applicable to you for the duration that you access or use the Services. You may, at any time, stop participating in the Services by ending your use of the Services and uninstalling and deleting the App. Sections 4, 6, 7, 11, 12, and 13 will survive termination of these Terms.
11.2 Termination
Zipline may, at its sole discretion, terminate these Terms or your account on the Services, or suspend or terminate your access to the Services, at any time for any reason or no reason, with or without notice, and without any liability to you arising from such termination. You may terminate your account and these Terms at any time by deleting your account through the methods in the Services or by contacting Customer Support at support@flyzipline.com.
11.3 Effect of Termination
Upon termination of these Terms: a) your license rights will terminate and you must immediately cease all use of the Services; b) you will no longer be authorized to access your account or the Services; c) you must pay Zipline any unpaid amount that was due prior to termination; and d) all payment obligations accrued prior to termination and Sections 8 (Intellectual Property), 11.3 (Effect of Termination), 12 (Disclaimer of Warranties; Liability and Indemnification), 14 (Mandatory Arbitration and Class Action Waiver), and 15 (Miscellaneous) will survive. If your account has been terminated for a breach of these Terms, then you are prohibited from creating a new account on the Services using a different name, email address or other forms of account verification.
12. DISCLAIMER OF WARRANTIES, LIABILITY AND INDEMNIFICATION
12.1 Disclaimer of Warranties
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, (I) YOUR USE OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, THE OPERATION OF ZIPLINE UAVS IN YOUR PROXIMITY, IS AT YOUR SOLE RISK, AND (II) THE SERVICES AND PRODUCTS ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ADDITIONAL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, UNLESS OTHERWISE STATED IN THESE TERMS, INCLUDING: (a) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (b) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. ZIPLINE DOES NOT WARRANT THAT THE SERVICES OR ANY PORTION THEREOF WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND ZIPLINE DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION 12.1 APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Zipline does not disclaim any warranty or other right that Zipline is prohibited from disclaiming under applicable law.
12.2 LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ZIPLINE OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES (EACH, A "ZIPLINE PARTY" AND TOGETHER THE "ZIPLINE PARTIES") BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, PUNITIVE, INCIDENTAL, OR SPECIAL DAMAGES WHETHER OR NOT ARISING OUT OF OR RELATING TO THESE TERMS, THE PRODUCTS, OR YOUR USE OF THE SERVICES OR APP, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY ZIPLINE PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE. TO THE FULLEST EXTENT PERMITTED BY LAW, THE MAXIMUM AGGREGATE LIABILITY OF THE ZIPLINE PARTIES FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICES OR OTHERWISE UNDER THESE TERMS, WILL NOT EXCEED THE TOTAL AMOUNTS PAID OR PAYABLE TO ZIPLINE UNDER THE TRANSACTION GIVING RISE TO SUCH CLAIM. THE LIMITATIONS SET FORTH IN THIS SUBSECTION WILL NOT LIMIT OR EXCLUDE LIABILITY FOR THE GROSS NEGLIGENCE, FRAUD, OR INTENTIONAL MISCONDUCT OF ZIPLINE OR FOR ANY OTHER MATTERS IN WHICH LIABILITY CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. ADDITIONALLY, SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
12.3 Indemnification
To the fullest extent permitted by law, you agree to indemnify and hold harmless the Zipline Parties from and against any losses, claims, actions, costs, damages, penalties, fines, and expenses, including without limitation, legal and/or attorneys' fees and expenses, that may be incurred by a Zipline Party arising out of, relating to, or resulting from (a) your Customer Content; (b) your misuse of the Services or App; (c) your breach of these Terms or any representation, warranty, condition, or covenant in these Terms; or (d) your violation of any applicable laws, rules, or regulations through or related to the use of the Services or App. In the event of any claim, allegation, suit, or proceeding alleging any matter potentially covered by the agreements in this subsection, you agree to pay for the defense of the Zipline Party, including reasonable costs and legal and/or attorneys' fees incurred by the Zipline Party. Zipline reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Zipline in asserting any available defenses. This subsection does not require you to indemnify any Zipline Party for any unconscionable commercial practice by such party, or for such party's gross negligence, fraud, deception, false promise, misrepresentation or concealment, suppression, or omission of any material fact in connection with the Services. You agree that the provisions of this subsection will survive any termination of your account, these Terms, or your use of and access to the Services.
13. GOVERNING LAW
Any disputes arising in connection with these Terms or any other agreement between you and Zipline, will be governed by and construed and enforced solely and exclusively in accordance with the laws of the State of Delaware, without regard to its conflicts of law principles.
14. MANDATORY ARBITRATION AND CLASS ACTION WAIVER
PLEASE READ THIS SECTION CAREFULLY, AS IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE OR PARTICIPATE IN A LAWSUIT FILED IN COURT.
14.1 Informal Dispute Resolution Procedure
For any dispute with Zipline, you agree to first contact us at support@flyzipline.com and attempt to resolve the dispute with us informally. This requires first sending Zipline a written description of the dispute. For any dispute you initiate, you agree to send the written description of the dispute along with the email address associated with your account, if any, to the following email address: support@flyzipline.com. For any dispute that Zipline initiates, we will send our written description of the dispute to the email address associated with your account. The written description must be on an individual basis and provide, at minimum, the following information: your name; a description of the nature or basis of the claim or dispute; and the specific relief sought. If the dispute is not resolved within sixty (60) days after receipt of the written description of the dispute, you and Zipline agree to the further dispute resolution provisions below. Following this informal dispute resolution process is required before you may commence any formal dispute resolution proceeding. The parties agree that any relevant limitations period and filing fees or other deadlines will be tolled while the parties engage in this informal dispute resolution process.
14.2 Arbitration Agreement
14.2.1 General. You and Zipline agree that except as described in Section 14.2.3 (Retention of rights) and Section 14.3.5 (Right to opt-out of arbitration), all claims, disputes, or disagreements that may arise out of the interpretation or performance of these Terms (including their formation, performance, and breach) or payments by or to Zipline, or that in any way relate to the provision or use of the Services, your relationship with Zipline, or any other dispute with Zipline, will be resolved exclusively through binding arbitration in accordance with this Section 14, on an individual basis and not as a class, collective, coordinated, consolidated, mass, and/or representative action. This includes claims that arose, were asserted, or involve facts before, during, or after the existence of these Terms. This Section 14 is governed by the Federal Arbitration Act in all respects, and evidences a transaction involving interstate commerce. You and Zipline expressly agree that the Federal Arbitration Act will exclusively govern the interpretation and enforcement of the Terms, including this Section 14.2.1. If for whatever reason the rules and procedures of the Federal Arbitration Act cannot apply, the state law governing arbitration in the state in which you reside will apply. If any provision of this Section 14.2 is found by an arbitrator or court of competent jurisdiction to be invalid, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions thereof remain in full force and effect.
14.2.2 Arbitrator's exclusive authority. Except as set forth in this Section 14.2, the arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms, including, but not limited to any claim that all or any part thereof are void or voidable, whether a claim is subject to arbitration, and any dispute regarding the payment of administrative or arbitrator fees (including the timing of such payments and remedies for nonpayment). The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity.
14.2.3 Retention of rights. Notwithstanding the parties' decision to resolve all disputes through arbitration, each party retains the right to (i) elect to have any claims resolved in small claims court on an individual basis for disputes and actions within the scope of such court's jurisdiction; (ii) bring an action in state or federal court to protect its intellectual property rights ("intellectual property rights" means patents, copyrights, moral rights, trademarks, and trade secrets and other confidential or proprietary information, but not privacy or publicity rights); and (iii) seek a declaratory judgment, injunction, or other equitable relief in a court of competent jurisdiction regarding whether a party's claims are time-barred or may be brought in small claims court. Seeking such relief shall not waive a party's right to arbitration under this agreement, and any filed arbitrations related to any action filed pursuant to this paragraph shall automatically be stayed pending the outcome of such action.
14.2.4 Personal jurisdiction. You and Zipline agree to submit to the personal jurisdiction of any federal or state court in San Mateo County, California, in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator; and in connection with any such proceeding, further agree to accept service of process by U.S. mail and hereby waive any and all jurisdictional and venue defenses otherwise available.
14.2.5 Waiver of Judge or Jury Determination; Waiver of Jury Trial. THE PARTIES UNDERSTAND THAT ARBITRATION MEANS THAT AN ARBITRATOR AND NOT A JUDGE OR JURY WILL DECIDE THE CLAIM, AND THAT RIGHTS TO PREHEARING EXCHANGE OF INFORMATION AND APPEALS MAY BE LIMITED IN ARBITRATION. YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU AND ZIPLINE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
14.2.6 Class Action and Collective Relief Waiver.
14.2.6.1 YOU AND ZIPLINE ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT ALLOWED BY LAW, THERE WILL BE NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED OR LITIGATED ON A CLASS, JOINT, COLLECTIVE OR CONSOLIDATED BASIS OR IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC (SUCH AS CLAIMS AS A PRIVATE ATTORNEY GENERAL OR FOR PUBLIC INJUNCTIVE RELIEF). UNLESS BOTH YOU AND ZIPLINE OTHERWISE AGREE IN WRITING, THE ARBITRATOR MAY NOT PRESIDE OVER ANY FORM OF ANY CLASS, JOINT, COLLECTIVE OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY AWARD RELIEF (INCLUDING ANY DECLARATORY OR INJUNCTIVE RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO RESOLVE AN INDIVIDUAL PARTY'S CLAIM. THE ARBITRATOR MAY NOT AWARD RELIEF FOR OR AGAINST ANYONE WHO IS NOT A PARTY TO THE PROCEEDING.
14.2.6.2 This Class Action and Collective Relief Waiver are an essential part of this Section 14.2.6.2, and if it is deemed invalid or unenforceable with respect to a particular claim or dispute, neither you nor Zipline may arbitrate such claim or dispute. Notwithstanding the foregoing, if a court or arbitrator (or where applicable, National Arbitration and Mediation) determine that either the Class Action and Collective Relief Waiver is not enforceable as to a particular claim or request for relief and all appeals from that decision have been exhausted (or the decision is otherwise final), then the parties agree that that particular claim or request for relief may proceed in court but shall be severed and stayed pending arbitration of the remaining claims. This provision does not prevent you or Zipline from participating in a class-wide settlement of claims.
14.3 Arbitration Rules
The arbitration will be administered by National Arbitration and Mediation ("NAM") and resolved before a single arbitrator. If NAM is not available to arbitrate, the parties will select an alternative arbitration provider, but in no event will any arbitration be administered by the American Arbitration Association. Except as otherwise called for by section 14.2.1, NAM will administer the arbitration in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedures, Fees For Disputes When One of the Parties is a Consumer and the Mass Filing Dispute Resolution Rules and Procedures in effect at the time any demand for arbitration is filed with NAM, excluding any rules or procedures governing or permitting class or representative actions. The applicable NAM rules and procedures are available at www.namadr.com or by emailing National Arbitration and Mediation's Commercial Dept at commercial@namadr.com.
14.3.1 Initiating Arbitration. Only after the parties have engaged in a good-faith effort to resolve the dispute in accordance with the Informal Dispute Resolution Procedure provision, and only if those efforts fail, then either party may initiate binding arbitration as the sole means to resolve claims using the procedures set forth in the applicable NAM rules. If you are initiating arbitration, a copy of the demand will also be emailed to notices@flyzipline.com. If Zipline is initiating arbitration, it will serve a copy of the demand to the email address associated with your account or the email that Zipline has on file for you. The arbitrator has the right to impose sanctions in accordance with the NAM rules and procedures for any frivolous claims or submissions the arbitrator determines have not been filed in good faith, as well as for a party's failure to comply with the Informal Dispute Resolution Procedure contemplated by this Arbitration Agreement.
14.3.2 Arbitration location and procedure. Unless you and Zipline otherwise agree, all arbitrations will be conducted in San Mateo County, California, United States of America, regardless of your place of residence. If the amount in controversy does not exceed $10,000 and you do not seek injunctive or declaratory relief, then the arbitration will be conducted solely on the basis of documents you and Zipline submit to the arbitrator, unless the arbitrator determines that a hearing is necessary. If the amount in controversy exceeds $10,000 or seeks declaratory or injunctive relief, either party may request (or the arbitrator may determine) to hold a hearing, which shall be via videoconference or telephone conference unless the parties agree otherwise. Subject to the applicable NAM rules and procedures, the parties agree that the arbitrator will have the discretion to allow the filing of dispositive motions if they are likely to efficiently resolve or narrow issues in dispute. Unless otherwise prohibited by law, all arbitration proceedings will be confidential and closed to the public and any parties other than you and Zipline (and each of the parties' authorized representatives and agents), and all records relating thereto will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award (provided that the party seeking confirmation will seek to file such records under seal to the extent permitted by law).
14.3.3 Arbitrator's Decision. The arbitrator will render an award within the time frame specified in the applicable NAM rules and procedures. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator will have the authority to award monetary damages on an individual basis and to grant, on an individual basis, any non-monetary remedy or relief available to an individual to the extent available under applicable law, the arbitral forum's rules, and this Section 14.2. The parties agree that the damages and/or other relief must be consistent with the terms of the "Limitation of Liability" subsection of these Terms as to the types and the amounts of damages or other relief for which a party may be held liable. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. Attorney's fees will be available to the prevailing party in the arbitration only if authorized under applicable substantive law governing the claims in the arbitration.
14.3.4 Fees. You are responsible for your own attorneys' fees unless the arbitration rules and/or applicable law provide otherwise. The parties agree that NAM has discretion to reduce the amount or modify the timing of any administrative or arbitration fees due under NAM's Rules where it deems appropriate, and you further agree that you waive any objection to such fee modification. The parties also agree that a good-faith challenge by either party to the fees imposed by NAM does not constitute a default, waiver, or breach of this Arbitration Agreement while such challenge remains pending before NAM, the arbitrator, and/or a court of competent jurisdiction, and that any and all due dates for those fees shall be tolled during the pendency of such challenge. If your claim is found to be frivolous or brought in bad faith, you may be responsible for Zipline's reasonable attorney's fees and costs.
14.3.5 Right to opt-out of arbitration. IF YOU DO NOT WISH TO BE BOUND BY THE "ARBITRATION AGREEMENT" AS SET FORTH IN THIS SECTION 14, THEN: (1) you must notify Zipline in writing within thirty (30) days of the date that you first accessed or otherwise become subject to this Arbitration Agreement (or any subsequent changes to the provisions of the section titled "Arbitration and Class Action Waiver"); (2) your written notification must be mailed to 333 Corey Way, South San Francisco, California 94080, USA or emailed to notices@flyzipline.com; and (3) your written notification must include (a) your name, (b) your address, and (c) a clear statement that you wish to opt out of this Arbitration Agreement. If you do not timely opt out of this Arbitration Agreement, such action shall constitute mutual acceptance of the terms of these "Arbitration and Class Action Waiver" provisions by you and Zipline. If you opt out of this Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may have entered into with Zipline or may enter into in the future with Zipline.
14.3.6 Changes. Zipline will provide 30 days' notice of any changes to this Section 14, but any such changes will not apply to any individual claim(s) of which Zipline already has actual notice. If Zipline changes this Section 14 after the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement), you agree that your continued use of the Services 30 days after such change will be deemed acceptance of those changes. If you do not agree to such change, you may reject any such change by providing Zipline written notice of such rejection by certified mail to: Zipline International, Inc., Attn: Legal, 333 Corey Way, South San Francisco, California 94080, USA, or by email from the email address associated with your account to: notices@flyzipline.com, within 30 days of the date such change became effective, as indicated in the "Effective" date above. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this "Dispute Resolution" section. If you reject changes pursuant to this paragraph and were already bound by an existing agreement to arbitrate disputes under a previous version of the Terms, then that existing arbitration agreement shall remain in full force and effect.
15. MISCELLANEOUS
15.1 Assignment
Your obligations and rights under these Terms may not be assigned, in whole or in part, without Zipline's prior written consent. These Terms will be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the parties.
15.2 Severability
If any part of these Terms becomes illegal, invalid, unenforceable, or prohibited in any respect under any applicable law or regulation, such provision or part thereof will be deemed to not form part of the contract between us. The legality, validity or enforceability of the remainder of the Terms will remain in full force and effect.
15.3 Waiver
No waiver of any breach of any provision of these Terms will constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver will be effective unless made in writing and signed by an authorized representative of the waiving party.
15.4 Trade Controls
You must comply with all applicable trade laws, including sanctions and export control laws issued by the U.S. government. The Services may not be used in or for the benefit of, or exported or re-exported to (a) any U.S. embargoed country or territory or (b) any individual or entity with whom dealings are prohibited or restricted by the U.S. government. The Services may not be used for any end use prohibited by applicable trade laws, and your Customer Content may not include material or information that requires a government license for release or export.
15.5 Force Majeure
Zipline will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by an act or event beyond our reasonable control, including without limitation, acts of God, strikes, lock-outs or other industrial action by third parties, civil commotion, pandemic, riot, terrorist attack, war, fire, explosion, storm, flood, earthquake, epidemic or other natural disaster, failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
15.6 Entire Agreement
These Terms contain the entire agreement between you and Zipline regarding the Services and supersede any prior or contemporaneous agreements between you and Zipline regarding the Services.
15.7 No Third-Party Beneficiaries
Except as expressly stated, no provisions of these Terms create any third-party beneficiary.
15.8 Contact Us
If you have any questions about the Services, or to report any violations of these Terms, please contact us at support@flyzipline.com.
15.9 Notice to California Residents
If you are a California resident, then under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Service of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at +1-800-952-5210 in order to resolve a complaint regarding the Services or to receive further information regarding use of the Services.
15.10 Notice Regarding Apple
This Section 15.10 (Notice Regarding Apple) only applies to the extent you are using our mobile application on an iOS device. You acknowledge that these Terms are between you and Zipline only, not with Apple Inc. ("Apple"), and Apple is not responsible for the Services or the content of it. Apple has no obligation to furnish any maintenance and support service with respect to the Services. If the Services fail to conform to any applicable warranty, you may notify Apple, and Apple will refund any applicable purchase price for the mobile application to you. To the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Services. Apple is not responsible for addressing any claims by you or any third party relating to the Services or your possession and/or use of the Services, including: (1) product liability claims; (2) any claim that the Services fails to conform to any applicable legal or regulatory requirement; or (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, and discharge of any third-party claim that the Services and/or your possession and use of the Services infringe a third party's intellectual property rights. You agree to comply with any applicable third-party terms when using the Services. Apple and Apple's subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms. You hereby represent and warrant that: (a) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a "terrorist supporting" country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.