Effective Date: 04-22-2019
Basepaws Genetic Cat Test is a proprietary process designed and intended to be used on cats solely to 1) To better understand what breeds are matched closest to the cat and 2) To identify specific alleles or DNA mutations that are associated with certain
inherited diseases or traits. No other purpose is authorized or permitted. It is not intended to diagnose diseases or predict behavior in any particular cat. This is not a breed test.
PLEASE REVIEW THESE TERMS CAREFULLY BEFORE USING OUR SERVICES, AS THE TERMS MAY HAVE CHANGED SINCE YOUR LAST VISIT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE OUR SERVICES. BY USING OUR SERVICES, YOU REPRESENT TO US THAT YOU ARE AT LEAST 18 YEARS OLD AND HEREBY INDICATE YOUR UNCONDITIONAL ACCEPTANCE OF THESE TERMS.
We reserve the right to revise these Terms in our sole discretion at any time and without prior notice to you other than by posting the revised Terms on our Site. You should periodically review this Terms of Service page to get the most up-to-date version. Revisions to the Terms are effective upon posting. The Terms will be identified as of the most recent date of revision. Your continued use of our Site after a revised version of these Terms has been posted on our Site constitutes your binding acceptance of the revised Terms from and after the date of such revision.
a.”Basepaws” means Basepaws, Inc., whose principal place of business is at 840 Apollo St #100, El Segundo, CA 90245, USA.
b. “Service” or “Services” means Basepaws’s products, software, services, website, and its subdomains (including but not limited to text, graphics, images, and other material and information) as accessed from time to time by the user, regardless if the use is in connection with an account or not.
c. “Personal Information” is information that can be used to identify you, either alone or in combination with other information. Basepaws collects and stores the following types of Personal Information:
a. “Registration Information” is the information you provide about yourself when registering for and/or purchasing our Services (e.g. name, email, address, user ID and password, and payment information).
b. “Genetic Information” is information regarding your cat’s genotype (e.g. the As, Ts, Cs, and Gs at particular locations in your cat’s genome), generated through processing of your cat’s saliva or hair by Basepaws or by its contractors, successors, and assignees; or otherwise processed by and/or contributed to Basepaws. We do not store your DNA information.
c. “Reported Information” is all information about your cat, including disease conditions, other health-related information, personal traits, history, and other information that you enter into surveys, forms, or features while signed in to your Basepaws account. “User Content” is all information, data, text, software, music, audio, photographs, graphics, video, messages, or other materials – other than Genetic Information and Reported Information-generated by users of Basepaws Services and transmitted, whether publicly or privately, to or through Basepaws.
d. “Web Behavior Information” is information on how you use the Basepaws website (e.g. browser type, domains, page views) collected through log files, cookies, and web beacon technology.
d. “Aggregated Genetic and Reported Information” is Genetic and Reported Information that has been combined with that of other users’ cats and analyzed or evaluated as a whole, such that no specific cat may be reasonably identified.
- Acceptance of Terms.
Your use of Basepaws’ Services (excluding any services provided by Basepaws under a separate agreement) is subject to the terms of the legal agreement between you and Basepaws set forth in these Terms of Service (“TOS”). Except as specified herein, these TOS apply to any use of the Services, including but not limited to a) submitting a saliva or hair sample for DNA extraction and processing, b) uploading a digital version of your cat’s Genetic Information and interacting with it on the Basepaws website, and/or c) creating and using a free Basepaws account without providing your cat’s saliva or hair sample or Genetic Information, and /or submitting any other data to our site. In order to use the Services, you must first agree to the TOS. You may not use the Services if you do not accept the TOS. You can accept the TOS by simply by using the Services. In this case, you acknowledge and agree that Basepaws will treat your use of the Services as acceptance of the TOS from this point onwards. In addition, when using particular Basepaws Services, you shall be subject to any guidelines or rules applicable to such services that may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into the TOS. Basepaws also may offer other services from time to time that are governed by different terms of service.
- Description of the Services.
The Services include access to the Basepaws public website and cat genotyping services, including the collection and analysis of your cat’s saliva or hair sample. Unless explicitly stated otherwise, each new feature that augments or enhances the current Service shall be subject to the TOS. You acknowledge and agree that the Services are provided “AS-IS” and are based on the current state of the art of genetic research and technology in use by Basepaws at the time of the purchase or viewing. As research progresses and scientific knowledge and technology evolve, Basepaws 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 Services which Basepaws provides may change from time to time without prior notice to you, although we will try our best to notify you. As part of this continuing innovation, you acknowledge and agree that Basepaws may stop (permanently or temporarily) providing some Services (or any features within the Services) to you or to users generally at Basepaws’ sole discretion, without prior notice to you. You may stop using the Services at any time. You do not need to specifically inform Basepaws when you stop using the Services unless you are requesting closure of your account. Basepaws assumes no responsibility for the use of Services outside the terms of this TOS or other applicable terms.
- Risks and Considerations Regarding Basepaws Services.
Once we obtain your cat’s genetic, phenotypic and behavioral Information, the knowledge is irrevocable. You should not assume that any information we may be able to provide to you, whether now or as genetic research advances, will be welcome or positive. You should also understand that as research advances, in order for you to assess the meaning of your cat’s DNA in the context of such advances, you may need to obtain further services from Basepaws, your cat’s veterinarian, or other animal health care provider.Upon receipt of your cat’s DNA sample, Basepaws will analyze your cat’s DNA to determine chromosomal similarities and differences and provide a match analysis. Your cat’s DNA will also be analyzed for the presence of specific alleles that are associated with inherited conditions identified as occurring in your cat’s breed. Basepaws testing procedures are designed to provide reliable and accurate results, but are not guaranteed. By submitting your cat’s sample(s) for Basepaws analysis it is understood that you agree that the sample(s), analysis, results and related information may be used confidentially by Basepaws in conjunction with other samples to increase the understanding of the breed’s genetic structure, as well
as for internal, research and development, or statistical purposes and may be shared with third parties for these purposes.Please keep in mind that samples may be disposed of or stored and may not be returned. It is also understood that future releases of the Basepaws test may refine and change results as more information is obtained regarding the breed structure
and/or if new genetic markers are included.You agree to Basepaws instructions related to ordering process, payment, sampling and sample delivery. You also certify that the animal described in your order is the same animal whose sample is submitted for analysis, and that all information is accurate. You warrant that you are entitled to obtain and supply samples to Basepaws. In the unlikely event that it is not possible to provide an analysis (for example due to an insufficient DNA sample) or that an error in the analysis occurs, liability by Basepaws or related companies and individuals is disclaimed and damages in any event are limited to the payment actually received by Basepaws for the specified analysis at issue. We will do our best to refund or re-test to the best of our abilities.
- Genetic Information Based on Basepaws Services.
You should not change your cat’s health behaviors solely on the basis of information from Basepaws. Make sure to discuss your cat’s Genetic Information with a veterinarian or other
animal health care provider before you act upon the Genetic Information resulting from Basepaws Services. For most common diseases, the genes we know about are only responsible for a small fraction of the risk. There may be unknown genes, environmental factors, or lifestyle choices that are far more important predictors. If your cat’s data indicates that they are not at elevated genetic risk for a particular disease or condition, you should not feel that they are protected. The opposite is also
true; if your cat’s data indicates they are at an elevated genetic risk for a particular disease or condition, it does not mean they will definitively develop the disease or condition. In either case, if you have concerns or questions about what you learn through Basepaws, you should contact your cat’s veterinarian or other animal health care provider. Please note that genetic risk assessment is not applicable to results of carrier screening tests.Genetic research is not comprehensive. While we measure many hundreds of thousands of data points from your cat’s DNA, only a small percentage of them are known to be related to feline traits or health conditions. The research community is rapidly learning more about genetics, and an important mission of Basepaws is to conduct and contribute to this research. In addition, many breeds are not included in genetic studies. Because interpretations provided in our service rely on these published studies, some interpretations may not apply to your cat. Future scientific research may change the interpretation of your cat’s DNA. In the future, the scientific community may show previous research to be incomplete or inaccurate.
- Basepaws Services.
Basepaws Services are for research, informational, and educational use only. We do not provide medical advice. The Genetic Information provided by Basepaws is for research, informational, and educational use only. This means two things. First, many of the genetic discoveries that we report have not been clinically validated, and the technology we use, which is the same technology used by the research community, to date has not been widely used for clinical testing. Second, in order to expand and accelerate the understanding and practical application of genetic knowledge in cat care, we invite all genotyped users to participate in Basepaws Research. Participation in such research is voluntary. As a result of the current state of genetic knowledge and understanding, our Services are for research, informational, and educational purposes only. The Services are not intended to be used by the customer for any diagnostic purpose and are not a substitute for professional medical advice. You should always seek the advice of your cat’s veterinarian or other animal health care provider with any questions you may have regarding diagnosis, cure, treatment, mitigation, or prevention of any disease or other medical condition or impairment or the status of your cat’s health.
- Recommendations and Endorsements.
Basepaws does not endorse, warranty or guarantee the effectiveness of any specific course of action, resources, tests, veterinarian or other animal health care providers, drugs, biologics, medical devices or other products, procedures, opinions, or other information that may be mentioned on our website. If we provide to you on our website any recommendations that identify for your pet, based on your Genetic and Reported Information and scientific literature or research, potentially actionable information, this information is intended for informational purposes only and for discussion with your cat’s veterinarian or other animal healthcare provider. As explained on our website, Basepaws believes that (a) genetics is only part of the picture of any cat’s state of being, (b) the state of the understanding of Genetic Information is rapidly evolving and at any given time we only comprehend part of the picture of the role of genetics, and (c) only a trained veterinarian or other animal health care provider can assess your cat’s current state of health or disease, taking into account many factors, including in some cases your cat’s genetics as well as your cat’s current symptoms, if any. Reliance on any information provided by Basepaws, Basepaws employees, others appearing on our website at the invitation of Basepaws, or other visitors to our website is solely at your own risk.
- User Representations.
By accessing Basepaws Services, you agree to, acknowledge, and represent as follows:
a. You understand that information you learn from Basepaws is not designed to independently diagnose, prevent, or treat any condition or disease or to ascertain the state of your cat’s health in the absence of medical and clinical information. You understand that the Basepaws services are intended for research, informational, and educational purposes only, and that while Basepaws information might point to a diagnosis or to a possible treatment, it should always be confirmed and supplemented by additional medical and clinical testing and information. You acknowledge that Basepaws urges you to seek the advice of your cat’s veterinarian or other animal health care provider if you have questions or concerns arising from your cat’s Genetic Information.
b. You give permission to Basepaws, its contractors, successors and assignees to perform genotyping services on the DNA extracted from your cat’s saliva or hair sample and you specifically request Basepaws to disclose the results of analyses performed on your cat’s DNA to you and to others you specifically authorize.
c. You represent that you are eighteen (18) years of age or older if you are providing a cat’s saliva or hair sample or accessing your cat’s Genetic Information.
d. Any saliva or hair sample you provide is not from a human.
e. If you are a customer outside the U.S. providing a saliva or hair sample, you confirm that this act is not subject to any export ban or restriction in the country in which you reside.
f. You agree that any saliva or hair sample you provide, and all resulting data may be transferred and/or processed outside the country in which you reside.
g. You are aware that some of the information you receive may provoke strong emotion.
h. You take responsibility for all possible consequences resulting from your sharing with others access to your cat’s Genetic Information and your Reported Information.
i. You understand that all your Personal Information and all of your cat’s Genetic and Reported Information will be stored in Basepaws databases and will be processed in accordance with the Basepaws Privacy Statement.
j. Waiver of Property Rights: You understand that by providing any sample, having your cat’s Genetic Information processed, accessing your cat’s Genetic Information, or providing Reported Information, you acquire no rights in any research or commercial products that may be developed by Basepaws or its collaborating partners. You specifically understand that you will not receive compensation for any research or commercial products that include or result from your cat’s Genetic Information or Reported Information.
You agree that you have the authority, under the laws of the state or jurisdiction in which you reside, to provide these representations. In case of breach of any one of these representations Basepaws has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof) and you will defend and indemnify Basepaws and its affiliates against any liability, costs, or damages arising out of the breach of the representation.
- Account Creation, Customer Account, Password, and Security Obligations.
In consideration of your use of the Services, you agree to: (a) provide true, accurate, current, and complete Registration Information about yourself as prompted by the Service; and (b) maintain and promptly update the Registration Information to keep it true, accurate, current, and complete. If you provide any Registration Information that is untrue, inaccurate, not current, or incomplete, or if Basepaws has a reasonable ground to suspect that such information is untrue, inaccurate, not current, or incomplete, Basepaws has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). The Services are for use only in the country to which your sample collection kit was shipped from Basepaws. After you have purchased our Service, you will create a password and account designation. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. If you allow third parties to access Basepaws’s website through your username and password, you will defend and indemnify Basepaws and its affiliates against any liability, costs, or damages, including attorney fees, arising out of claims or suits by such third parties based upon or relating to such access and use. You agree to (a) immediately notify Basepaws of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. Basepaws cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
a. Fees. In order to use some of our Services, you must be a paid subscriber, as set forth on our Site from time to time. There may be some fees associated with using certain Services through our Apps, as set forth in our Apps. In addition, we may charge fees for use of our platform, as we may set forth on our Site or our Apps or as may be agreed to by us and you.
b. Payment. You agree that we may charge your payment method for any Services you purchase or subscribe to and for any additional amounts (including any taxes and late fees, as applicable) that may be accrued by or in connection with your account associated with your Login Credentials (as defined below). All payments must be made in United States Dollars unless otherwise indicated by Embark at the point of sale.
Other than as may be expressly set forth in this Section 4(d) or on our Site, as updated from time to time, we have no obligation to provide refunds or credits, but may grant them in certain circumstances, as a result of specific refund guarantee promotions, or to correct any errors made by us, in each case in our sole discretion.
a. Standard Refund Policy. To receive a refund for an unused kit, you must notify us within thirty (30) days of placing your order in Basepaws’ online store. We will refund the balance of the total purchase price after subtracting your shipping,
handling and processing charges. The kit must be returned to us within 7 days, unused.
b. Processing issues. If our initial processing of your cat’s saliva sample fails for any reason and enough sample remains for reprocessing, we will reprocess the same sample at no charge to you. If the second attempt to process the same sample fails, we will offer to send you a new saliva or hair collection kit at no charge. If you decline this option, you are entitled solely and exclusively to a complete refund of the amount you paid to us for testing of such sample, less shipping and handling, provided that you shall not submit another sample for the same cat through a future purchase of the Genotyping Services. If you opt to receive another sample collection kit and our attempts to process the second sample are unsuccessful, we will not send you additional sample collection kits, and you will be entitled solely and exclusively to a complete refund of the amount paid to us, less shipping and handling, provided that you shall not submit another sample for the same cat through a future purchase of the Genotyping Services. If, in breach of this Section 4(d), you submit another sample for the same cat through a future purchase of the Genotyping Services, and processing is not successful, we will not offer to reprocess the sample or provide you a refund.
If the processing of your cat’s saliva or hair sample is successful, but any of the data generated during the laboratory process is uninterpretable or incorrect, you will not be entitled to any refunds.
c. Government Licenses We are not licensed by all state, federal, or international authorities for genetic testing conducted for veterinary-related purposes. If a jurisdiction requires our Services to be subject to a license and we do not have that license, we will not offer our Services in that jurisdiction.
- Basepaws Privacy Statement and Disclosure of Information.
In order to use the Services, you must first acknowledge and agree to the Privacy Statement. You may not use the Services if you do not accept the Privacy Statement. You can acknowledge and agree to the Privacy Statement by (1) clicking to accept or agree to the Privacy Statement, where this option is made available to you by Basepaws for any Service; or by (2) actually using the Services.You acknowledge and agree that Basepaws has the right to monitor any use of its systems by its personnel at any time and maintain copies documenting such monitoring. Our Privacy Statement sets forth the only expectations of privacy any individual should have in terms of usage of the Basepaws Services, website, or other systems. If you have given consent for your cat’s Genetic Information and Reported Information to be used in Basepaws Research as described in the applicable Consent Document, we may include your cat’s information in the Aggregated Genetic Information and Reported Information we disclose to third parties for the purpose of publication in a peer-reviewed scientific journal. Basepaws may also include your cat’s information in Aggregated Genetic and Reported Information disclosed to third-party non-profit and/or commercial research partners who will not publish that information in a peer-reviewed scientific journal. Basepaws Research may be sponsored by, conducted on behalf of, or in collaboration with third parties, such as non-profit foundations, academic institutions or pharmaceutical companies. Basepaws Research may study a specific group or population, identify potential areas or targets for therapeutics development, conduct or support the development of drugs, diagnostics or devices to diagnose, predict or treat medical or other health conditions, work with public, private and/or non-profit entities on genetic research initiatives, or otherwise create, commercialize, and apply this new knowledge to improve animal health care. Basepaws will never release your cat’s individual-level Genetic Information and/or Reported Information to any third party without asking for and receiving your explicit consent to do so, unless required by law.Further, you acknowledge and agree that Basepaws is free to preserve and disclose any and all Personal Information to law enforcement agencies or others if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process (such as a judicial proceeding, court order, or government inquiry) or obligations that Basepaws may owe pursuant to ethical and other professional rules, laws, and regulations; (b) enforce the Basepaws TOS; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Basepaws, its employees, its users, its clients, and the public. In such event we will notify you through the contact information you have provided to us in advance, unless doing so would violate the law or a court order. You understand that the technical processing and transmission of the Services, including your Personal Information, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks, or devices. Finally, Basepaws may, in its sole discretion, restrict access to the website for any reason. Please refer to our Privacy Statement to read about data protection related to your information. See our complete Privacy Statement here.
- Limited License.
You acknowledge that all User Content, whether publicly posted or privately transmitted, is the sole responsibility of the person from which such User Content originated. This means that you, and not Basepaws, are entirely responsible for all User Content that you upload, post, email, or otherwise transmit via the Service.You acknowledge that the Services content presented to you as part of the Services, whether original Basepaws Services content or sponsored content within the Services, is protected by copyright and/or other intellectual property rights that are owned by Basepaws and/or the sponsors who provide that content to Basepaws (or by other persons or companies on their behalf). Basepaws grants you a Limited License to copy and distribute free of charge, for non-commercial purposes only, any of the Services content, provided you: (i) provide the Services content as it appears on the Basepaws website with no changes including but not limited to presenting selections which might tend to misrepresent the substance of the Services content; (ii) include the following attribution on the first page of any materials you distribute: © Basepaws, Inc. 2016-2019. All rights reserved; distributed pursuant to a Limited License from Basepaws; (iii) agree you have no right to offer anyone else any further right with respect to this Services content. Aside from the Limited License provided in this paragraph, you may not modify, rent, lease, loan, sell, distribute, or create derivative works based on this Services content (either in whole or in part) unless you have been specifically told that you may do so by Basepaws or by the owners of that content, in a separate agreement.
- Customer Conduct – Unlawful and Prohibited Use.
As a condition of your use of the Services, you warrant to Basepaws that you will not use the Services for any purpose that is unlawful or prohibited by these terms, conditions, or notices. You may not use the Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party’s use and enjoyment of the Services. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Services. You may not use the Services outside of the country to which your sample collection kit was shipped from Basepaws. Furthermore you agree not to use the Services to: (1) upload, post, email, or otherwise transmit any material that is derogatory, defamatory, obscene, or offensive, such as slurs, epithets, or anything that might reasonably be construed as harassment or disparagement based on race, color, national origin, sex, sexual orientation, age, disability, religious or political beliefs, or other statutorily protected status; (2) impersonate any person or entity, including, but not limited to, anyone affiliated with Basepaws, or falsely state or otherwise misrepresent your affiliation with a person or entity; (3) add your own headers, forge headers, or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Service; (4) “stalk” or otherwise harass another; (5) upload, post, email, or otherwise transmit any content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (6) use any information received through the Services to attempt to identify other customers, or to contact other customers, or for any forensic use; (7) download any file posted by another user of the Service that you know, or reasonably should know, cannot legally be distributed in such manner; (8) upload, post, email or otherwise transmit any content that infringes any patent, trademark, trade secret, copyright, or other proprietary rights (“Rights”) of Basepaws or any other party; (9) harm minors in any way; (10) advertise or offer to sell or buy any goods or services for any business purpose, unless such area specifically allows such messages; (11) upload, post, email, or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation, except in those areas that are designated for such purpose and only to the extent such content is authorized by law; (12) upload, post, email, or otherwise transmit any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (13) use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the site, unless explicitly permitted by Basepaws; (14) engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of Basepaws’s website; (15) attempt to or actually override any security component of Basepaws web services; (16) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies, or regulations of networks connected to the Service; (17) violate these Terms of Service, any code of conduct or other guidelines which may be applicable for any particular area of the Service or have been communicated to you by anyone affiliated with Basepaws; or (18) intentionally or unintentionally violate any applicable local, state, national, or international law, or any regulations having the force of law.You acknowledge and agree that you are solely responsible for (and that Basepaws has no responsibility to you or to any third party for) any breach of your obligations under the TOS and for the consequences (including any loss or damage which Basepaws may suffer) of any such breach. In case of breach of any one of these agreements Basepaws has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof) and you will defend and indemnify Basepaws and its affiliates against any liability, costs, or damages arising out of the breach of the representation.If you violate the terms of this Section and/or Basepaws has a reasonable ground to suspect that you have violated the terms of this Section, Basepaws has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof).
- Export Control and Applicable Laws and Regulations.
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable content. Specifically, you agree 1) that providing your cat’s sample is not subject to any export ban or restriction in the country in which you reside, 2) that your cat’s sample and data may be transferred and/or processed outside the country in which you reside, and 3) that you will comply with all applicable laws regarding the transmission of technical data exported from the United States or the country from which you access Basepaws’s Services online.
- Material Posted Through The Service.
Basepaws will not, at all times, control any of the User Content posted via the Service and, as such, does not guarantee the accuracy, integrity, or quality of such non-Basepaws content. You understand that by using the Services, you may be exposed to content that is offensive, indecent, or objectionable. Under no circumstances will Basepaws be liable in any way for any non-Basepaws content, including, but not limited to, any errors or omissions in any such content, or for any loss or damage of any kind incurred as a result of the use of any such content posted, emailed, or otherwise transmitted via the Services.You acknowledge that Basepaws and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, review, filter, modify, refuse, or move any content that is available via the Services. Without limiting the foregoing, Basepaws and its designees shall have the right to remove any content that violates the TOS or is deemed by Basepaws, in its sole discretion, to be otherwise objectionable. You acknowledge and agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
- Material Provided to Basepaws – Your Proprietary Rights.
User Content. Basepaws does not claim ownership of the User Content you provide to Basepaws (including feedback and suggestions) or post, upload, input, or submit to the Service. Unless otherwise specified, you retain copyright and any other rights you already hold over User Content that you create and submit, post, or display on or through the Services. However, by submitting, posting, or displaying User Content,
you give Basepaws, its affiliated companies, sublicensees (including but not limited to sublicensees who avail themselves of the Limited License granted in Section 9 above) and successors and assigns a perpetual, irrevocable, worldwide, royalty-free,
and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display, distribute, reproduce, edit, reformat, and create derivative works from any User Content that you submit, post, or display on or through
the Services. You acknowledge and agree that this license includes a right for Basepaws to make such User Content available to other companies, organizations, or individuals with whom Basepaws has relationships, and to use such User Content in
connection with the provision of those services.You understand that Basepaws, in performing the required technical steps to provide the Services to our users, may (a) transmit or distribute your User Content over various public networks and in various media; and (b) make such changes to your content as are necessary to conform and adapt that content to the technical requirements of connecting networks, devices, services, or media. You acknowledge and agree that this license shall permit Basepaws to take these actions. You represent and warrant to Basepaws that you have all the rights, power, and authority necessary to grant the above license.Genetic and/or Reported Information. Disclosure of individual-level Genetic and/or Reported Information to third parties will not occur without explicit consent, unless required by law. Note that Basepaws cannot control any further distribution of Genetic and/or Reported Information that you share publicly on the Basepaws website. You acknowledge and agree that you are responsible for protecting and enforcing those rights and that Basepaws has no obligation to do so on your behalf.Your cat’s saliva or hair sample, once submitted to and analyzed by us, is processed in an irreversible manner and cannot be returned to you. See our website for more information on sample processing. Any Genetic Information derived from your cat’s saliva or hair remains your information, subject to any rights we retain as set forth in these TOS. You understand that you should not expect any financial benefit from Basepaws as a result of having your cat’s Genetic Information processed; made available to you; or, as provided in our Privacy Statement and Terms of Service, shared with or included in Aggregated Genetic and Reported Information shared with research partners, including commercial partners.Waiver of Property Rights. As stated above, you understand that by providing any sample, having your cat’s Genetic Information processed, accessing your cat’s Genetic Information, or providing Reported Information, you acquire no rights in any research or commercial products that may be developed by Basepaws or its collaborating partners. You specifically understand that you will not receive compensation for any research or commercial products that include or result from your cat’s Genetic Information or Reported Information.
You agree to defend and hold Basepaws, and its subsidiaries, affiliates, officers, agents, contractors, partners, employees, successors, and assigns harmless from any claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of User Content you submit, post to, or transmit through the Service; your use of the Service; your connection to the Service; your violation of the TOS; or your violation of any rights of another.If you have submitted a saliva or hair sample or otherwise provided your cat’s Genetic Information, you will defend and hold harmless Basepaws, its employees, contractors, successors, and assigns from any liability arising out of the use or disclosure of any information obtained from genotyping your cat’s saliva or hair sample and/or analyzing your cat’s Genetic Information, which is disclosed to you consistent with our Privacy Statement or results from any third-party add-ons to tools we provide. In addition, if you choose to provide your cat’s Genetic and/or Reported Information to third parties – whether individuals to whom you facilitate access, intentionally or inadvertently, or to third parties for diagnostic or other purposes – you agree to defend and hold harmless Basepaws, its employees, contractors, successors, and assigns from any and all liability arising from such disclosure or use of your cat’s Genetic and/or Reported
- No Resale of Service.
Other than pursuant to the terms of the Limited License in Section 13 of this TOS or unless otherwise agreed in a separate agreement between you and Basepaws, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer, or transmit for any commercial purposes, all or any portion of the Service, use of the Service, or access to the Service.
- General Practices Regarding Use and Storage.
You acknowledge that Basepaws may establish general practices and limits concerning use of the Services, including without limitation the maximum number of days that Personal Information and Services content will be retained by the Service, the maximum disk space that will be allotted on Basepaws’s servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Services in a given period of time. You acknowledge and agree that Basepaws has no responsibility or liability for the deletion of or failure to store any messages, other communications, or other content maintained or transmitted by the Services; or for the loss of Genetic Information due to malfunction or destruction of data servers or other catastrophic events. You further acknowledge that Basepaws reserves the right to change these general practices and limits in its sole discretion.
- Modifications to Service.
Basepaws reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You acknowledge and agree that (i) modifications may result in a delay in computations for some of the Basepaws features or Services, and (ii) Basepaws shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services.The Software that you use may from time to time automatically download and install updates from Basepaws. These updates are designed to improve, enhance, and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules, and completely new versions. You agree to receive such updates (and permit Basepaws to deliver these to you) as part of your use of the Services.You acknowledge that Basepaws may offer different or additional technologies or features to collect and/or interpret Genetic Information in the future and that your initial purchase of the Service does not entitle you to any different or additional technologies or features for collection or interpretation of your cat’s Genetic Information without fee, and that you will have to pay additional fees in order to have your cat’s Genetic Information collected, processed, and/or interpreted using any future or additional technologies or features.
The TOS will continue to apply until terminated by either you or Basepaws as set out in this Section.If you want to terminate your legal agreement with Basepaws, you may do so by notifying Basepaws at any time in writing, which will entail closing your accounts for all of the Services that you use. Your notice should be sent, in writing, to Basepaws’s address, which is set out at the beginning of the TOS, or online via email at firstname.lastname@example.org. If you provide notice via email, Basepaws will send you an email asking you to confirm your request, and your notice will be effective following receipt of a second email confirmation from you. Basepaws may at any time, terminate its legal agreement with you (and in conjunction therewith, your password and account(s)) if: (1) you have breached any provision of the TOS (or have acted in a manner which shows that you do not intend to, or are unable to comply with, the provisions of the TOS); (2) Basepaws is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); (3) the partner with whom Basepaws offered the Services to you has terminated its relationship with Basepaws or ceased to offer the Services to you; (4) Basepaws is transitioning to no longer providing the Services to users in the country or state in which you reside or from which you use the Services; or (5) the provision of the Services to you by Basepaws is, in Basepaws’s opinion, no longer commercially viable.Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the Services may be referred to appropriate law enforcement authorities. You acknowledge and agree that Basepaws shall not be liable to you or any third party for any termination of your access to the Services.
- Survival of Terms.
When the TOS come to an end, all of the legal rights, obligations, and liabilities that you and Basepaws have benefited from, been subject to (or which have accrued over time while the TOS have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of sections 1.(Definitions); 2.(Acceptance of Terms); 3.(Prerequisites); 4.(Description of the Services); 5.(Risks and Considerations Regarding Basepaws Services); 6.(User Representations); 7.(Account Creation, Customer Account, Password and Security Obligations); 8.(Basepaws Privacy Statement and Disclosure of Information); 10.(Customer Conduct – Unlawful and Prohibited Use); 11.(Export Control and Applicable Laws and Regulations); 12.(Material Posted through the Service); 13.(Material Provided to Basepaws – Your Proprietary Rights); 14.(Indemnity); 15.(No Resale of Services); 18.(Termination); 19.(Survival of Terms); 20.(Dealings with Information Providers and Listed Resources); 21.(Hyperlinks and Basepaws Website); 22.(Basepaws Proprietary Rights); 23.(DISCLAIMER OF WARRANTIES); 24.(LIMITATION OF LIABILITY); 25.(Notice); 27.(Violation or Suspected Violation of Terms of Service); and 28.(Miscellaneous) shall continue to apply to such rights, obligations, and liabilities indefinitely.
- Dealings with Information Providers and Listed Resources.
Your correspondence or business dealings with-or participation in promotions of-information providers, vendors, and/or resources found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such information provider or resource. You acknowledge and agree that Basepaws shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such information provider or resources on the Service.
- Hyperlinks and the Basepaws Website.
The Service provides, and third parties may provide, links to other sites and resources on the Internet. Because Basepaws has no control over such sites and resources, you acknowledge and agree that Basepaws is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Basepaws shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such hyperlinked site or resource.
- Basepaws’s Proprietary Rights.
You acknowledge and agree that Basepaws (or Basepaws’ licensors, as applicable) own all legal right, title, and interest in and to the Services, including any intellectual property rights (including but not limited to patents) which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by Basepaws and that you shall not disclose such information without Basepaws’ prior written consent.You further acknowledge and agree that the Services and any necessary software used in connection with the Services (“Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that information presented to you through the Services or sponsors is protected by copyrights, trademarks, service marks, patents, or other proprietary rights and laws. Except as expressly authorized by Basepaws,you agree not to-and not to permit anyone else to-modify, rent, lease, loan, sell, distribute, or create derivative works of, reverse engineer, decompile, or otherwise attempt to extract the source code of the Services or Software or any part
thereof, in whole or in part. Software, if any, that is made available to download from the Services, excluding software that may be made available by end-users through the Services, is the copyrighted work of Basepaws and/or its suppliers.
Your use of the Software is governed by the terms of the end user license agreement, if any, which accompanies or is included with the Software (“License Agreement”). You may not install or use any Software that is accompanied by or includes
a License Agreement unless you first agree to the License Agreement terms.Basepaws, Inc., Basepaws, and other Basepaws logos and product and service names are trademarks of Basepaws and these marks together with any other Basepaws trade names, service marks, logos, domain names, and other distinctive brand features are the “Basepaws Marks”. Unless you have agreed otherwise in writing with Basepaws, other than through the Limited License in Section 13, nothing in the TOS gives you a right to use any Basepaws Marks and you agree not to display, or use in any manner, Basepaws Marks.You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) that may be affixed to or contained within the Services.Unless you have been expressly authorized to do so in writing by Basepaws, you agree that in using the Services, you will not use any trademark, service mark, trade name, logo of any company or organization in a way that is likely or intended
to cause confusion about the owner or authorized user of such marks, names, or logos.For any Software not accompanied by a License Agreement, Basepaws grants you a personal, non-transferable, and non-exclusive right and license to use the object code of its Software on a single computer. You may not (and may not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in, or otherwise transfer any right in the Software unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by Basepaws, in writing. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Basepaws, in the manner permitted by the TOS. Unless Basepaws has given you specific written permission to do so, you may not assign (or grant a sublicense of) your rights to use the Software, grant a security interest in or
over your rights to use the Software, or otherwise transfer any part of your rights to use the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by Basepaws for use in accessing the Service. Any rights not expressly granted herein are reserved.
- Disclaimer of Warranties.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT:
(1) YOUR USE OF THE SERVICES ARE AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. BASEPAWS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
(2) BASEPAWS MAKES NO WARRANTY THAT
(A) THE SERVICES WILL MEET YOUR REQUIREMENTS;
(B) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, UNFAILINGLY SECURE, OR ERROR-FREE;
(C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE;
(D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS AND (E) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
(3) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
(4) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BASEPAWS OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
(5) YOU SHOULD ALWAYS USE CAUTION WHEN GIVING OUT ANY PERSONALLY IDENTIFYING INFORMATION ABOUT YOURSELF OR THOSE FOR WHOM YOU HAVE LEGAL AUTHORITY.BASEPAWS DOES NOT CONTROL OR ENDORSE ANY ACTIONS RESULTING FROM YOUR PARTICIPATION IN THE SERVICES AND, THEREFORE, BASEPAWS SPECIFICALLY DISCLAIMS ANY LIABILITY WITH REGARD TO ANY ACTIONS RESULTING FROM YOUR PARTICIPATION IN THE SERVICES.
- Limitation of Liability.
WITHIN THE LIMITS ALLOWED BY APPLICABLE LAWS, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT BASEPAWS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF BASEPAWS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM:
(A) THE USE OR THE INABILITY TO USE THE SERVICES;
(B) ANY ACTION YOU TAKE BASED ON THE INFORMATION YOU RECEIVE IN THROUGH OR FROM THE SERVICES,
(C) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL,
(D) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES;
(E) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA;
(F) THE IMPROPER AUTHORIZATION FOR THE SERVICES BY SOMEONE CLAIMING SUCH AUTHORITY; OR (G) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES.
Notices to you may be made via either email or regular mail. Basepaws may also provide notices of changes to the TOS or other matters by displaying notices or links to notices to you generally on or through the Services. Official notices related to this TOS must be sent to us at: Basepaws, Inc.
ATTN: Chief Legal and Regulatory Officer
840 Apollo St #100
El Segundo, CA 90245
Additionally, Basepaws accepts service of process at this address. Any notices that you provide without compliance with this section on Notices shall have no legal effect.
- Changes to the Terms of Service.
Basepaws may make changes to the TOS from time to time. When these changes are made, Basepaws will make a new copy of the TOS available on its website and any new additional terms will be made available to you from within, or through, the affected Services.You acknowledge and agree that if you use the Services after the date on which the TOS have changed, Basepaws will treat your use as acceptance of the updated TOS.
- Violation or Suspected Violation of Terms of Service.
If you violate the terms of these TOS and/or Basepaws has a reasonable ground to suspect that you have violated the terms of these TOS, Basepaws has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
a. Entire Agreement. The TOS constitutes the entire agreement between you and Basepaws and govern your use of the Services, superseding any prior agreements between you and Basepaws on this subject. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content, or third-party software
b. Applicable law and arbitration. Except for any disputes relating to intellectual property rights, obligations, or any infringement claims, any disputes with Basepaws arising out of or relating to the Agreement (“Disputes”) shall be governed
by California law regardless of your country of origin or where you access Basepaws, and notwithstanding of any conflicts of law principles and the United Nations Convention for the International Sale of Goods. Any Disputes shall be resolved
by final and binding arbitration under the rules and auspices of the American Arbitration Association, to be held in Los Angeles, California, in English, with a written decision stating legal reasoning issued by the arbitrator(s) at either
party’s request, and with arbitration costs and reasonable documented attorneys’ costs of both parties to be borne by the party that ultimately loses. Either party may obtain injunctive relief (preliminary or permanent) and orders to compel
arbitration or enforce arbitral awards in any court of competent jurisdiction.
c. Waiver. The failure of Basepaws to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.
d. Term for cause of action. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred.
e. Admissibility of printed version. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
f. Section titles. The section titles in the TOS are for convenience only and have no legal or contractual effect.
g. Severability Clause. If any portion of these TOS is found to be unenforceable, the remaining portion will remain in full force and effect.
h. Amendments. We reserve the right to modify, supplement or replace the terms of the Agreement, effective upon posting at www.Basepaws.com or notifying you otherwise. If you do not want to agree to changes to the Agreement, you can terminate the Agreement at any time per Section 22 (Termination).
i. Assignment: You may not assign or delegate any rights or obligations under the Agreement. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully
or partially without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, Basepaws for any third party that assumes our rights and obligations under this Agreement.