Published Date: May 2, 2024

Welcome to our website. The content displayed here at www.mimic.com (the “Website”) is owned and operated by Mimic Networks, Inc. (the “Company”). These terms of use (“Terms of Use”) govern your use of: (i) our Website, (ii) our social media applications and/or platforms (such as LinkedIn) (collectively, (i) and (ii) together, the "Service"). Through our Service we may provide you with useful information on topics of interest.

THESE TERMS OF USE APPLY TO ALL CHANNELS OF THE COMPANY AND ITS AFFILIATES OR SUBSIDIARIES INCLUDING, BUT NOT LIMITED TO, THE INTERNET, MOBILE DEVICE, AND SOCIAL MEDIA. BY ACCESSING ANY OF THE COMPANY CHANNELS, AND ANY AREAS OF THE SERVICE, YOU AGREE TO BE LEGALLY BOUND, AND TO ABIDE, BY THESE TERMS OF USE. PLEASE BE AWARE THAT THESE TERMS OF USE CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT WAIVE YOUR RIGHT TO A COURT HEARING AND JURY TRIAL.

Disclaimers and Limitation of Liability

EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH HEREIN, AND TO THE FULLEST EXTENT PERMITTED BY LAW, YOU EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK. NEITHER THE COMPANY, NOR ITS AFFILIATES OR SUBSIDIARIES, NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, THIRD-PARTY SERVICE OR CONTENT PROVIDERS ("PROVIDERS") WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION CONTENT PROVIDED THROUGH THE SERVICE.

EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH HEREIN, THE SERVICE IS PROVIDED ON AN "AS IS," "AS AVAILABLE" BASIS AND THE COMPANY SPECIFICALLY DISCLAIMS WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NO ORAL ADVICE OR WRITTEN OR ELECTRONICALLY DELIVERED INFORMATION GIVEN BY THE COMPANY OR ITS AFFILIATES OR SUBSIDIARIES, OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PROVIDERS, SPONSORS, LICENSORS, OR THE LIKE, SHALL CREATE ANY WARRANTY WHATSOEVER.

Third Party Service Providers

Some aspects of the Service may be dependent upon third party service providers, such as a wireless carrier or social media platform. We do not control such third-party service providers and are not responsible or liable for their acts or omissions. In addition, such third-party service providers may have their own terms, policies and guidelines. You are responsible to familiarize yourself with all such terms, policies or guidelines prior to using the Service through such third-party service providers.

We may provide links and pointers to Internet sites maintained by others (“Third-Party Sites”) that are not affiliated with us and may be located in different countries and that may be subject to different regulatory and other legal requirements. These links and pointers are only for your convenience and therefore you access them at your own risk.

Proprietary Rights

The Service contains information, data, software, photographs, graphs, videos, typefaces, graphics, music, sounds, and other material (collectively "Content") that is protected by copyrights, trademarks, or other proprietary rights. By using the Service, you agree and that these rights are valid and protected in all forms, media and technologies existing now or hereinafter developed.

All marks, such as trademarks and service marks, displayed in the Content are the property by their respective owners. No right, title or interest is granted in use of any marks.

Compliance with Laws and Export Regulation

U.S. export control laws regulate the export and re-export of technology originating in the United States. This includes the electronic transmission of information and software to foreign countries and to certain foreign nationals. You agree to abide by these laws and their regulations, and not to transfer, by electronic transmission or otherwise, any Content derived from the Service to either a foreign national or a foreign destination in violation of such laws.

Privacy Notice

We recognize and respect the importance of maintaining the privacy of our users, customers and subscribers and have established a privacy notice as a result. In our Privacy Notice, which constitutes part of these Terms of Use, we describe what information we collect, how we collect it, what we use the information for and how you can instruct us if you prefer to limit the use of information about you. You are responsible to read the Privacy Notice.

Indemnity

Except as otherwise specifically set forth to the contrary herein, and to the fullest extent permitted by law, you agree to indemnify, defend and hold harmless the Company, its affiliates or subsidiaries and any of their respective officers, directors, employees or agents, from and against any and all liability, claims, costs and expenses (including, without limitation, reasonable legal fees and expenses), brought by any third party alleging, arising, related or resulting from (i) your use of the Service, including in violation or breach of the Terms of Use or (ii) your violation of any applicable law, rule or regulation. This indemnification obligation will continue after you stop using the Service for acts related to the Service. We reserve the right, at our own expense, to assume the exclusive defense and control of any claim or matter otherwise subject to indemnification by you at your expense, and you shall not in any event settle or otherwise dispose of any claim or matter without our prior written consent.

Termination of Usage; Updates to Service

The Company may terminate your access, or suspend your access to all or part of the Service, without notice, for any reason or no reason, including conduct that the Company, in its sole discretion, believes is a violation or breach of these Terms of Use, is in violation of any applicable law or is harmful to the interests of another user, customer, recipient, subscriber, content or service provider, the Company or its affiliates or subsidiaries.

We will not be liable if, for any reason, all or part of the Service is unavailable. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof), with or without notice. When reviewing information on the Service, the Company makes no warranty that such information is the complete information available on a subject. In addition, subsequent events or changes in circumstances may cause existing information on the Service to become inaccurate or incomplete.

On occasion, information on the Service may contain errors. We reserve the right to, at any time without prior notice, correct any errors, inaccuracies, or omissions, and to change or update information.

Severability

If any term or other provision of these Terms of Use are deemed by a final court of competent jurisdiction to be invalid, illegal or incapable of being enforced by any rule of law, or public policy, all other terms, conditions and provisions of these Terms of Use shall nevertheless remain in full force and effect to the maximum extent permitted by law. Upon such determination that any term or other provision is invalid, illegal or incapable of being enforced, the court shall modify only the affected term, condition or provision to affect the original intent of the parties as closely as possible and the Company and its affiliates or subsidiaries are protected to the greatest extent possible.

Governing Law, Waiver of Jury Trial & Arbitration; CLASS ACTION WAIVER

The Service is controlled by the Company from its offices within the United States of America. The Company makes no representation that this Service or the Content is appropriate or available for use in other locations, and access to the Service from territories where Content is illegal is prohibited. Those persons and entities that choose to access this Service from other locations do so on their own initiative and are responsible for compliance with applicable local laws.

You agree that any and all claims, disputes, controversies, actions or proceedings relating to, or arising out of, the creation, production, manufacture, distribution, promotion, marketing, advertising (including oral and written statements), use of, exploitation, or sale of any and all products and services of the Company and its affiliates or subsidiaries, through all channels or the Content (collectively referred to as "Claims"), shall be governed by the internal substantive laws of the State of Delaware without regard to its conflict of laws principles and that any and all Claims shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association ("AAA"). Any Claim you may have must be commenced within one (1) year after such Claim arises.

You agree that: (i) any arbitration shall be conducted before a single arbitrator pursuant to the applicable Rules and Procedures established by the AAA; (ii) any arbitration shall be conducted on submission, telephonically or at a location determined by the AAA pursuant to the Rules and Procedures of the AAA; (iii) an arbitrator shall have the authority to award actual direct damages only with no authority to issue any fines and penalties nor award punitive damages or equitable relief;

THERE IS NO RIGHT TO LITIGATE YOUR CLAIM IN COURT AND NO RIGHT TO A JURY TRIAL, (IV) YOUR CLAIM SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND YOU HAVE NO RIGHT TO PARTICIPATE IN A REPRESENTATIVE CAPACITY, OR AS A MEMBER OF ANY CLASS OF CLAIMANTS PERTAINING TO ANY CLAIM SUBJECT TO ARBITRATION, AND THE ARBITRATOR SHALL HAVE NO AUTHORITY TO CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED AND MAY ONLY RESOLVE CLAIMS, AND RENDER AWARDS BETWEEN YOU AND THE COMPANY AND ITS AFFILIATES OR SUBSIDIARIES ALONE.

For more information on the AAA and its Rules and Procedures, you may visit the AAA website at www.adr.org.

Acknowledgment and Changes

These Terms of Use, together with our Privacy Notice, and all other documents incorporated herein by reference, represent the entire understanding between you and the Service and supersede any prior statements or representations. You will not assign any of your rights or delegate any of your obligations under these Terms of Use without our prior written consent. By accessing any areas of the Service, you agree to be bound by these terms of use. Our failure to insist upon or enforce strict performance of any provision of these Terms of Use is not a waiver of any provision or right. We may send you responses or notices by email or posting via the Service. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

We reserve the right to change the Terms of Use at any time. If we make any change to the Terms of Use, we will post those changes on this Website, or any other appropriate page, and they will become effective upon the later of 1) the date specified by the Company, if any, or 2) the posting date. By accessing the Service after changes are made to the Terms of Use and posted on the Service, you agree to be legally bound, and to abide by the amended terms.