Terms and conditions

Last Updated: November 1, 2024

Welcome to ThrottleUp!
We aim to empower your sales and marketing through a website visitor identification solution and a contact database.

These Terms of Service (these “Terms”) are a legally binding agreement between you and Blue Animal LLC dba ThrottleUp, a Washington limited liability company (“we”, “our”, or “us”), governing your use of the Services (as defined below) and your relationship with us.
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1. Definitions

1.1. Affiliate means in respect of a party, any entity that directly or indirectly controls, is controlled by, or is under common control with that party. “Control” means the ownership of, or power to vote in respect of, more than 50% of the voting interests of an entity.

1.2. Authorized User means any of your employees, consultants, or agents whom you authorize to access or use the Services pursuant to these Terms; provided, however, that any consultants’ or agents’ access or use of the Services will be limited to their provision of services to you. You are responsible for the acts and omissions of your Authorized Users and any other person who accesses or uses the Services using any of your or your Authorized Users’ access credentials.

1.3. Beta Offering means products, services, integrations, functionality, or features that we may make available to you to try at your discretion, which may be described as alpha, beta, pilot, limited release, developer preview, early-stage, non-production, or any such similar description.

1.4. Customer or you means any entity who accesses or uses the Services or places an Order with us.

1.5. Customer Data means all data, information, text, recordings, and other content and materials that are collected, submitted, provided, or otherwise transmitted or stored by you in connection with your use of the Services. Customer Data does not include Output Data or Metadata.

1.6. Metadata means information collected or inferred by us while delivering electronic messages or otherwise providing the Services, such as information about deliverability and system operations. Metadata is not Customer Data.

1.7. Order means an electronic or physical order form signed by Customer and us, that may specify additional terms and conditions and that may include but not limited to, the applicable trial period, scope of use, subscription term, and any fees to be paid by you.

1.8. Output Data means information that we make available, directly or indirectly, to you and to other Customers through the Services, including information from third-party data suppliers and publicly available sources. Output Data is exclusive of Customer Data.

1.9. Services means Output Data, Metadata, website at https://www.ThrottleUp.ai/, our website visitor identification solution, contact database, Beta Offerings, and any accompanying or related infrastructure, functionality, software, technology or analytics provided to Customer, including any services or add-ons described in an Order.

1.10. Third-Party Services means products, services, websites, applications or other technology, and any related content, that you integrate with or use in connection with the Service. Third-Party Services are not owned or operated by us.
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2. Account, Eligibility, and Security

2.1. Account Information. In order to access the Services, you must create a user account and/or enter into an Order. You agree to pay us for the Services that you order through your account or as stated on an Order. You agree that the account information you provide will be accurate and complete at the time you provide it, and you will maintain and update such information to keep it accurate and complete.

2.2. Eligibility. You are responsible for ensuring that only Authorized Users, who are of the age of majority in their jurisdiction, use or access the Service. You and your Authorized Users must not be competitors of ours, as determined solely by us. You must adhere to any other eligibility criteria for Authorized Users specified in the Order, and ensure your Authorized Users also comply.

2.3. Account Security. Despite our efforts, we cannot guarantee the absolute security of the Service. You acknowledge that you are responsible for all activity on your account. You and your Authorized Users agree to:

  • (a) Take sole responsibility for safeguarding your account credentials, such as username and password;
  • (b) Not share your account credentials and restrict access to your devices;
  • (c) Access the Service and our systems only through encrypted connection;
  • (d) Keep your operating systems patched and use active anti-malware on your devices;
  • (e) Promptly revoke access to terminated employees or users; and
  • (f) Promptly notify us of security incidents that may affect us.

We reserve the right to suspend any account that, in our sole discretion, appears to be inaccurate, incomplete, or fraudulent.
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3. Our Commitments to You

3.1. Services. We will make the Services available to you pursuant to these Terms. The Services are comprised of website visitor identification solution and contact database. You will access Output Data through the Services.

3.2. Updates, Changes, New Features. We may update or otherwise change the Services from time to time in our sole discretion. New, enhanced, or additional features that we release as part of the Services shall be subject to these Terms. We may provide notice to Customers of major updates or changes to the Services.

3.3. Data Privacy and Security.

  • 3.3.1. Privacy Policy. In connection with our provision of the Services, we will collect, use, process, and share personal information pursuant to our Privacy Policy, which we may update from time to time.
  • 3.3.2. Nature of Exchange. The Services contains certain “co-operative” elements. This means that in exchange for providing the Customer Data to us, you will receive access to Output Data that is valuable to your business. This exchange may amount to a “sale” of personal information under certain state laws, and (depending whether you are subject to those state laws, which may depend upon your size or the nature of your business) such “sale” of information may require you to make certain disclosures or provide certain consumer “opt out” or other rights to your end users. We may provide you with materials or recommendations regarding these requirements: if we do so, you understand that these are advisory in nature and are neither legal advice nor a substitute for legal advice. You should consult legal counsel for compliance with applicable laws.
  • 3.3.3. Data Security. We will maintain a security program with reasonable and appropriate administrative, physical, and technical safeguards designed to protect personal information against unauthorized access or disclosure.

3.4. Beta Offerings. From time to time, we may make Beta Offerings available to you, which are optional for you to use. Beta Offerings are not made generally available and may contain bugs, errors, defects, or harmful components. If you use Beta Offerings, you agree to, at our request, report any issues or errors, suggest improvements, and provide us with necessary information for evaluation. Beta Services may be subject to additional terms which may supplement but not supersede the terms of these Terms. We may change, suspend, or discontinue Beta Offerings at any time in our sole discretion. NOTWITHSTANDING ANYTHING PROVIDED IN THESE TERMS, BETA OFFERINGS ARE PROVIDED “AS IS” AND WE MAKE NO REPRESENTATION, INDEMNITY, OR WARRANTY AND SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY DAMAGE OR HARM ARISING FROM OR RELATED TO BETA OFFERINGS.
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4. Your Responsibilities

4.1. General Responsibilities. Customer will use the Services in accordance with these Terms. Customer is solely responsible for ensuring that the use of the Services, including the provision of Customer Data to us, does not violate any applicable laws. All Customer obligations under these Terms shall apply fully to its Affiliates and Authorized Users. Customer is solely responsible to ensure that its Affiliates and Authorized Users access and use the Services in full compliance with these Terms. Customer will use commercially reasonable efforts to prevent unauthorized access to or use of the Services and will notify us immediately of any such unauthorized access or use. Any breach of this Section by Customer, its Affiliates, or any Authorized Users, may result in our immediate suspension of the Services; however, we will use commercially reasonable efforts under the circumstances to provide Customer with notice and an opportunity to remedy a breach prior to suspension.

4.2. Responsibility for the Use of Output Data. Customer acknowledges and agrees that Customer is solely responsible and liable for its or its Authorized Users’ use of the Output Data and any communications made in connection with the use of the Output Data.

4.3. Customer’s Privacy Policy, Notice, and Consent.

  • 4.3.1. Customer agrees to collect and provide only Customer Data that complies with applicable laws and its own privacy policy (or its customers’ privacy policies, if applicable). Customer must ensure that its privacy policy is easily accessible to individuals whose data it collects. If mandated by laws, Customer must grant individuals the ability to exercise their rights regarding their personal information, such as opting out of disclosure.
  • 4.3.2. Customer acknowledges that in certain U.S. states or other jurisdictions, it may be legally required to obtain consent, give notice, or take other actions to lawfully engage in certain marketing activities or personal information processing. Customer understands that we haven’t provided any notices or obtained any rights or consents on its behalf. Therefore, if any law or regulation mandates that Customer must provide notice, obtain consent, or take other actions to lawfully market to individuals or process their personal information, Customer represents and warrants that it will fulfill such requirements independently.
  • 4.3.3. Customer agrees to incorporate the following language, or similar language drafted by your legal counsel on your relevant terms and conditions: “When visiting our website, our online data partners or vendors may use cookies and similar technologies to link your visiting activities on our website with other personal information they or others possess about you, potentially including your business or personal contact information or profiles. We may subsequently send communications and marketing to this business or personal contact information or profiles about you.” Customer further agrees to give their end users an opportunity to opt out of receiving such marketing by visiting Customer’s website.

4.4. Services Restrictions. Customer may not:

  • 4.4.1. Make any Services available to anyone other than Customer, its Affiliates, and their respective Authorized Users, or use the Services for the benefit of any third-party entity.
  • 4.4.2. Permit direct or indirect access to or use of any Services in a way that circumvents any usage limits, exceeds your authority from us, or violates these Terms or other policies or restrictions we have implemented.
  • 4.4.3. Use any other manual or automated means, including “data scraping,” crawlers or bots, in order to access or obtain the Service.
  • 4.4.4. Reproduce, modify, disassemble, reverse engineer or create derivative works based on any portion of the Services, whether in aggregated or non-aggregated form, and whether in identified or de-identified form.
  • 4.4.5. Resell, distribute, or otherwise disclose or make available the Service, including any functionally similar or equivalent version of the Output Data.
  • 4.4.6. Violate or attempt to violate the security of the Services, or introduce any malicious code into the Services.
  • 4.4.7. Use the Services to build a competitive product or service.
  • 4.4.8. Submit any sensitive personal information to the Services.
  • 4.4.9. Falsify or alter any unique identifier assigned to Customer, obscure or alter the source of queries to the Services, or remove any proprietary notices or labels.

4.5. Restrictions on Use of Output Data. Customer is authorized to use the Output Data for internal business purposes only. Customer may not, and shall ensure its Affiliates and Authorized Users do not, use Output Data:

  • 4.5.1. In violation of any applicable laws, rules, or regulations, industry best practices, or that would cause us to violate applicable laws. In particular, Customer agree not to use the Service in a manner that would violate the U.S. CAN-SPAM Act of 2003, the Canadian Anti-Spam Legislation (CASL), the U.S. Telephone Consumer Protection Act (TCPA), the Telemarketing Sales Rules (TSR), or any similar such laws.
  • 4.5.2. In conjunction with activities prohibited by law, including without limitation, to advertise or promote any illegal service or product (or send any other communications) that are illegal in the place offered or consumed.
  • 4.5.3. To defraud, deceive, mislead, discriminate against, harass, libel or defame any person, group, or entity.
  • 4.5.4. To threaten, promote or commit violence or fraud, or to violate any person’s or entity’s rights.
  • 4.5.5. To violate or promote any violation of any person’s or entity’s intellectual property rights.
  • 4.5.6. In connection with any Fair Credit Reporting Act (“FCRA”) purpose, including but not limited to determining eligibility for credit, insurance, employment, education, housing, benefits, or any other purpose that would require FCRA compliance.
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5. Proprietary Rights

5.1. Customer Data.

  • 5.1.1. Ownership. As between you and us, you own and retain all right, title, and interest in and to the Customer Data.
  • 5.1.2. License Granted to Us. By submitting any Customer Data to us, you hereby grant us a non-exclusive, royalty-free, worldwide, sub-licensable, and transferable license to:
    • (a) Store, access, copy, use, transfer, analyze and process the Customer Data for the purpose of providing, developing and improving the Service and supporting you under these Term; and
    • (b) Use, copy, share, sublicense, display, publish and distribute the Customer Data in aggregated, de-identified form. In the case of Beta Offerings, this license includes carrying out testing and evaluation of the results of Beta Offerings.
  • 5.1.3. Responsibility for Customer Data. Customer remains solely responsible for all its Customer Data and represents that it has, and will have, all rights that are necessary to grant us the rights in the Customer Data under these Terms. Customer further represents that Customer Data will not infringe, misappropriate, or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. Customer shall not provide any Customer Data that is not relevant to the Services.

5.2. Output Data and the Services.

  • 5.2.1. Ownership. As between you and us, we own all rights, title and interest in and to the Services, Output Data, and Metadata, and any enhancements or modifications thereto. No rights are granted to you hereunder other than as expressly set forth herein.
  • 5.2.2. License to Use the Services. Subject to your compliance with all the terms and conditions of these Terms, and in consideration of your payment of related fees and taxes, we grant to you a non-exclusive, revocable, non-assignable, and non-sublicensable license, during the term of your subscription, to access and use the Services solely for your internal business purposes, as set forth in these Terms. You may not use the Service, including any Output Data, to create any derivative work, service or product, on your own or on behalf of any other organization, and you may not resell or re-license the Output Data in any manner or form.
  • 5.2.3. Feedback. You grant us a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into our services any suggestion, enhancement request, or other feedback provided by you or Authorized Users relating to the Services. You agree that we may use the feedback without compensation or obligation to you on a non-confidential basis.
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6. Fees and Payment

6.1. Fees. Unless otherwise agreed in a signed writing, you will pay all fees specified in any Order. Except as otherwise specified herein or in an Order, payment obligations are non-cancelable, and fees paid are non-refundable, with the understanding that minimum monthly or annual commitments that you purchase cannot be decreased during the subscription period or rolled into any future time.

6.2. Payment. Payment terms will be specified in an Order, but fees are generally invoiced in advance on a monthly committed amount. If you provide credit card information to us, you authorize us to charge the credit card for all Services listed in the Order for the initial term and any renewal terms. To the extent the terms regarding fees, payment, contract renewal, and contract term of an Order conflict with the terms of these Terms, the Order will control.

6.3. Unauthorized Access. In the event of unauthorized access of the Services or Output Data through your account, you should immediately notify us. You will remain responsible for all fees incurred through your account until the time you notify us of the unauthorized access.

6.4. Taxes. Our stated fees do not include any taxes, duties, or other governmental assessments, including, for example, value-added, sales, use or withholding taxes, that are assessable by any jurisdiction whatsoever (collectively, “Taxes”). You are solely responsible for paying all Taxes associated with any payment made to us. If we have a legal obligation to pay or collect Taxes for which you are responsible, we will invoice you and you will pay that amount unless you provide us with a valid tax exemption certificate. Notwithstanding the foregoing, we are solely responsible for taxes assessable against us based on our income and employees.

6.5. Errors. If a price stated on an Order is determined by us, in our sole discretion, to be in error, we are not under any obligation to offer you access to the Services at that price. We will notify you of the error and give you the opportunity to cancel your order and obtain a refund if payment has already been made. If you believe someone else has used your account or you are being charged for a product you do not have, please contact us immediately.

6.6. Overdue Charges. Without limitation on our rights and remedies, we may charge late interest on any unpaid amount due at the rate of 1.5% of the outstanding balance per month, or at the maximum rate permitted by law, whichever is lower, from the date such payment was due until the date it is paid. You will be responsible for all costs we incur in connection with the collection of unpaid amounts, including court costs, attorneys’ fees, collection agency fees and any other associated costs.

6.7. Suspension and Payment Disputes. If you owe any fees under these Terms that are more than 45 days overdue, we may, without limiting our other rights and remedies, accelerate your unpaid fee obligations so that all obligations under these Terms immediately become due and payable. We may also suspend Services until such amounts are paid in full; however, we will give you at least 10 days’ prior notice before suspending the Services, unless you pay by credit card or direct debit and your payment has been declined. We will not exercise our late payment rights, however, if you are disputing the charges reasonably and in good faith and are cooperating diligently to resolve the dispute.

6.8. Fee Disputes. If you dispute any fees or taxes, you must act reasonably and in good faith and cooperate diligently with us to resolve the fee dispute. You must notify us in writing if you dispute any portion of any fees paid or payable by you pursuant to these Terms. You must provide that written notice to us within fifteen (15) days of the date we issued the invoice to you for the fees you intend to dispute. We will work together with you to resolve the dispute promptly. We shall not be required to provide access to the Services during the fee dispute.
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7. Term and Termination

7.1. Term. Your subscription commences on the date you first accept it by using or gaining access to the Services. Each Order may identify the initial subscription period for the applicable Services. Unless otherwise provided in your Order, you agree that you have purchased the Services and access to Output Data on a monthly basis and either party may terminate these Terms at any time.

7.2. Renewal. Unless otherwise provided in your Order, your subscription will renew monthly thereafter unless one of us provides the other with written notice of termination prior to the end of the then-current term of subscription. After the initial term, if our pricing increases, we will give you prior notice of the planned increase, and increases will take effect at renewal.

7.3. Termination for Cause. Either you or us may terminate these Terms for cause if the other party (i) materially breaches these Terms, and has not cured the breach within 30 days of receiving written notice from the other party, or (ii) becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors or cancellation or readjustment of substantially all of its obligations. If these Terms are terminated as a result of a material breach by you, you are responsible for paying all remaining fees due for the remainder of any outstanding Order in full. If you have prepaid any fees, they are nonrefundable.

7.4. Effect of Termination.

  • 7.4.1. Upon the effective date of termination, the right to access and use the Services granted to the Customer will immediately cease. Customer shall immediately cease all use of and access to the Services, and all fees payable up until the date of termination shall become due.
  • 7.4.2. We may dispose of any Customer Data in its possession at any point after termination of these Terms.
  • 7.4.3. We will not be liable to Customer or any other third party for any damages resulting from the termination, suspension, or limitation of Customer’s and its Authorized User’s access to the Services, if such termination, suspension, limitation, or discontinuation is in accordance with these Terms.

7.5. Survival. Sections 1 (Definitions), 3.3 (Data Privacy and Security), 4 (Your Responsibilities), 5 (Proprietary Rights), 7 (Term and Termination), 8 (Confidentiality), 9 (Warranties), 10 (Indemnification), 11 (Limitation of Liability), and 12 (Miscellaneous) will survive any termination or expiration of these Terms for so long as we retain possession of Customer Data.
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8. Confidentiality

8.1. Definition of Confidential Information. “Confidential Information” means all information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information of Customer includes Customer Data; Confidential Information of us includes the Services, Output Data, Metadata, and the terms and conditions of these Terms and all Orders.

Confidential Information does not include any information that:

  • (i) Is or becomes generally known to the public without the Receiving Party’s breach of any obligation hereunder,
  • (ii) Was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party,
  • (iii) Is lawfully disclosed to the Receiving Party by a third party without restriction on the disclosure, or
  • (iv) Was independently developed by the Receiving Party without use of or reference to the Disclosing Party’s Confidential Information.

8.2. Protection of Confidential Information. The Receiving Party will use the same degree of care that it uses to protect the confidentiality of its own confidential information of similar kind, but not less than reasonable care, and will not use any Confidential Information of the Disclosing Party for any purpose outside the scope of these Terms. Except as otherwise authorized by the Disclosing Party in writing, the Receiving Party will limit access to Confidential Information of the Disclosing Party to those employees, contractors and agents who need access for purposes consistent with these Terms. Neither party will disclose the terms of these Terms or any Order to any third party other than its Affiliates (who are bound by all obligations hereunder), and legal counsel and accountants who are bound by professional obligations of confidentiality.

8.3. Compelled Disclosure. The Receiving Party may disclose Confidential Information of the Disclosing Party if compelled by law or regulation, provided the Receiving Party gives the Disclosing Party prior notice of the compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure and/or seeks a protective order or other appropriate remedies to prevent dissemination of Confidential Information. If the Receiving Party is compelled by law to disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the disclosure, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to that Confidential Information.
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9. Warranty Disclaimers

We make no representations, warranties, or guarantees, whether express or implied, regarding the accuracy, completeness, timeliness, or reliability of any Output Data or other information displayed, uploaded, or distributed through the Services. Neither we nor our Affiliates and licensors make any warranty that the Services will be free of errors or omissions or that access thereto will be continuous, secure, or free from bugs or viruses or uninterrupted.

EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE AND OUR AFFILIATES AND LICENSORS DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR THOSE ARISING FROM A PARTICULAR COURSE OF DEALING OR USAGE OR TRADE. NO INFORMATION OR ADVICE PROVIDED BY US, OUR AFFILIATES, OR BY OUR EMPLOYEES, CONTRACTORS OR AGENTS, SHALL CREATE ANY WARRANTY NOT EXPRESSLY PROVIDED HEREUNDER.
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10. Indemnification

You agree to indemnify, defend, and hold us, our Affiliates, directors, officers, employees, contractors, agents, suppliers, licensors, and service providers harmless from and against any actual or threatened loss, liability, claim, demand, damages, costs, or expenses, including reasonable attorneys’ fees and expenses (collectively, “Claims”), arising out of or in connection with:

  1. Your use of the Service;
  2. Your breach of these Terms;
  3. Your violation of any applicable law or rights held by any third party; or
  4. The Customer Data.
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11. Limitation of Liability

TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, WE WILL NOT BE RESPONSIBLE TO YOU OR OTHER PERSON FOR:

  • (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR
  • (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) $100 OR (II) THE AMOUNTS PAID BY YOU TO US IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (III) ANY MATTER BEYOND OUR REASONABLE CONTROL.

To the fullest extent permitted by law, any dispute you have with any third party arising out of your use of the Services is directly between you and such third party, and you irrevocably release us and our Affiliates from any and all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
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12. Modifications

12.1. Our Services. We may change, suspend, or discontinue any aspect of our Services at any time, including the availability of any feature, database, or content. These Terms will apply to any changed version of the Service. In addition, we may impose or alter fees for new or existing aspects of the Services. If you disagree with the change, your exclusive remedy is to terminate these Terms and to stop using our products and services.

12.2. Terms of Service. We may modify these Terms from time to time, and the modified version will replace the prior versions. We will use commercially reasonable efforts to provide you with advance notice of any material changes via email, by posting a notice on our website, or through messaging provided to logged-in Authorized Users. We will post the most current version on our website, and the changes will be effective on the date we post the new Terms. It is your responsibility to review these Terms prior to each use. If the modifications of the Terms negatively impact you, and you disagree with the modifications, your exclusive remedy is to terminate these Terms, including all Orders, by providing at least five business days’ written notice to us. You must provide this notice within 60 days of the time we post the modified Terms. Your continued use of our products and services will be subject to the modified Terms.
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13. Miscellaneous

13.1. Third-Party Services. We make no representation, warranty, or commitment and shall have no liability or obligation whatsoever in relation to the content, effect, or use of any Third-Party Services. Any contract entered into, and any transaction completed via any third party is between Customer and the relevant third party, and not us. We recommend that Customer refers to the third party’s terms and conditions and privacy notice prior to using the relevant Third-Party Services. Customer is solely responsible for and may only use Third-Party Services at its own risk.

13.2. Notices. We may provide you notice of changes or any other matter by displaying notices to you generally through our website or customer portal or, at our option, by using any contact information you have provided to us. You agree that notice by the foregoing means shall be deemed complete when posted by us or transmitted to you. All legal notices to us shall be delivered in writing and must be sent by either overnight courier or certified mail, return receipt requested to, or via email to:
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Blue Animal LLC d.b.a ThrottleUp
1081 185th Ave NE
Bellevue, WA 98008
ryan@ThrottleUp.ai

13.3. Governing Law, Venue. These Terms and your use of the Services shall be governed by and construed in accordance with the laws of the state of Washington as they apply to agreements made and solely performed therein. You irrevocably consent and waive all objections to personal jurisdiction and venue in the state and federal courts located in King County, Washington for any action arising out of or relating to these Terms, us, the Services, and the Output Data.

13.4. Third-Party Beneficiaries. Except when our data suppliers are specifically referenced, there are no third-party beneficiaries under these Terms.

13.5. Confirmation of Compliance. If we have knowledge or a reasonable suspicion of your or your Affiliates’ non-compliance with these Terms, we (or our authorized representative) may request information from you to confirm your compliance. This information may include, but is not limited to, architecture and data flow diagrams, copies of processing logs, and interviews with relevant engineers and stakeholders. You will promptly, but in no less than ten business days, provide us with all information we reasonably request, and will make available via telephone or video conferencing appropriate personnel in furtherance of these requests. We will take reasonable measures to ensure that our requests do not unreasonably disrupt your business operations. We will each bear our own costs with respect to any informational requests conducted hereunder.

13.6. Force Majeure. We will not be deemed responsible or liable for any failure to perform or delay in performance under these Terms (or any Order) where such delay or failure is beyond our control, including, without limitation, where caused by strikes or labor disputes, internet or telecommunications failures, shortages of or inability to obtain labor, energy, or supplies, war, terrorism, riot, acts of God or governmental action, natural disasters including floods, earthquakes, and hurricanes, acts by hackers or other malicious third parties and problems with the Internet generally, and such performance shall be excused to the extent that it is prevented or delayed by reason of any of the foregoing.

13.7. Waiver, Severability, and Assignment. Our failure to enforce a provision is not a waiver of our right to do so later. If any provision of these Terms is held to be unenforceable for any reason, such provision will be reformed only to the extent necessary to make it enforceable, and such decision will not affect the enforceability of such provision under other circumstances, or of the remaining provisions hereof under all circumstances. You may not assign any of your rights under these Terms without our written consent. We may assign our rights to our Affiliates, or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets.

13.8. Our Relationship with You. The relationship between you and us is that of independent contractors, and nothing in these Terms shall be construed to create or imply any other relationship, such as a partnership, joint venture, an employer/employee or agency relationship.

13.9. Entire Agreement. These Terms (including the Order(s)) are the entire agreement between us regarding your use of the Services and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. The parties agree that any term or condition stated in any order documentation, excluding an Order, is void. In the event of any conflict or inconsistency between these Terms and an Order, the Order shall control.

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