Terms & Conditions
Grey Matter | gogreymatter.com
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These Terms & Conditions (these "Terms") govern your access to and use of the website at gogreymatter.com (the "Site"). The Site is operated by Ready Set Grow LLC, an Ohio limited liability company doing business as Grey Matter ("Grey Matter," "we," "us," or "our").
By accessing or using the Site, you agree to be bound by these Terms and by our Privacy Policy. If you do not agree, please do not use the Site.
These Terms govern your use of the Site only. They do not govern services Grey Matter provides to clients under a separately signed engagement letter, master services agreement, or statement of work. Those documents control the client relationship and supersede these Terms with respect to that work.
IMPORTANT: Section 12 contains a binding arbitration agreement and a class-action waiver that affect your legal rights, including your right to sue in court and your right to a jury trial. Please read it carefully. You may opt out of the arbitration agreement within 30 days as described in Section 12.5.
1. Eligibility
You must be at least 18 years old to use the Site. By using the Site, you represent that you meet this requirement and that you have the legal authority to enter into these Terms (on your own behalf, or on behalf of any organization you represent).
2. Permitted Use
You may use the Site for your own personal, business, or informational purposes: to learn about our services, contact us, request information, subscribe to communications, or read content we publish. You agree not to:
- Use the Site in any way that violates applicable law or regulation.
- Attempt to access non-public areas of the Site, our systems, or our service providers' systems.
- Interfere with, damage, or disrupt the Site, including by introducing malware, conducting denial-of-service attacks, scraping at scale, or probing for vulnerabilities.
- Use the Site to send spam, harvest contact information, or conduct unsolicited marketing.
- Reverse engineer, decompile, or otherwise attempt to derive the source code or underlying technology of the Site.
- Frame, mirror, or republish the Site or its content without our prior written permission.
- Use bots, scrapers, crawlers, or other automated means to access the Site, except for legitimate search-engine indexing or with our prior written consent.
- Misrepresent your identity, affiliation, or intent when interacting with us through the Site.
3. Intellectual Property
The Site and all of its content (including text, graphics, logos, images, video, audio, design, code, and the "Grey Matter" name and marks) are owned by Grey Matter or our licensors and are protected by U.S. and international copyright, trademark, and other intellectual property laws.
You may view and print Site content for your own non-commercial reference, and you may share publicly available URLs. Beyond that, no rights are granted. You may not copy, modify, distribute, sell, lease, or create derivative works from any Site content without our prior written permission.
"Grey Matter," the Grey Matter logo, and any other Grey Matter marks are trademarks of Ready Set Grow LLC. Other names and marks appearing on the Site belong to their respective owners.
4. User Submissions
If you submit information through the Site (for example, by filling out a contact form, requesting a proposal, subscribing to a newsletter, or commenting on a post), you grant Grey Matter a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, sublicensable license to use, store, reproduce, and create derivative works from that submission to respond to you, operate and improve the Site, and conduct our business.
You are responsible for what you submit. By submitting it, you represent that:
- You have the right to submit it.
- It does not violate any law, contract, or third party’s rights.
- It does not contain malware, spam, or anything misleading or unlawful.
We are not obligated to review, retain, or use anything you submit, and we may remove submissions at our discretion. Do not send us any confidential or proprietary information through the Site that you do not want treated as covered by this license.
5. Privacy
Our Privacy Policy explains how we collect, use, and protect information through the Site. By using the Site, you agree to the data practices described in the Privacy Policy, available at gogreymatter.com/privacy-policy/.
6. Third-Party Links and Content
The Site may contain links to third-party websites, services, or content that we do not operate or control. We provide these links for convenience. Following them is at your own risk. Grey Matter does not endorse, is not responsible for, and makes no representations about any third-party site, service, or content.
7. Information About Our Services
Information about Grey Matter’s services on the Site is provided for general informational purposes. Nothing on the Site constitutes an offer to provide services or a binding commitment by Grey Matter to enter into any agreement. Any services we provide are governed by a separately signed engagement letter, master services agreement, or statement of work between Grey Matter and the client.
8. Disclaimers
THE SITE AND ALL CONTENT ON IT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, GREY MATTER DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AND COMPLETENESS, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.
We do not warrant that the Site will be uninterrupted, error-free, secure, or free of viruses or other harmful components, or that information on the Site is accurate, current, or reliable. You use the Site at your own risk.
Nothing on the Site is legal, financial, accounting, tax, medical, or other professional advice. If you need professional advice, consult a qualified professional.
9. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, GREY MATTER, ITS MEMBERS, MANAGERS, EMPLOYEES, CONTRACTORS, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITE WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS (US $100).
Some jurisdictions do not allow the exclusion or limitation of certain damages or the disclaimer of certain warranties. In those jurisdictions, the exclusions, limitations, and disclaimers in these Terms apply only to the maximum extent permitted by applicable law.
10. Indemnification
You agree to indemnify, defend, and hold harmless Grey Matter and its members, managers, employees, contractors, agents, and licensors from any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Site, (b) your violation of these Terms, (c) your violation of any law or any third party’s rights, or (d) any content you submit to the Site.
11. Governing Law
These Terms and any dispute arising out of or related to these Terms or the Site are governed by the Federal Arbitration Act (with respect to Section 12) and by the laws of the State of Ohio (with respect to all other matters), without regard to Ohio’s conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
12. Disputes: Binding Individual Arbitration & Class Waiver
PLEASE READ THIS SECTION CAREFULLY. It requires you and Grey Matter to resolve most disputes through binding individual arbitration rather than in court, and it waives your right to a jury trial and your right to participate in class actions. You may opt out within 30 days as described in Section 12.5.
12.1 Informal Resolution First
Before filing a claim, the parties agree to try in good faith to resolve the dispute informally. You agree to send a written notice of dispute to info@gogreymatter.com describing the nature and basis of the claim and the relief you are seeking. Grey Matter will send any notice of dispute to the email address you most recently provided to us. The parties agree to discuss the matter for at least 60 days before either party may initiate arbitration. The statute of limitations and any filing-fee deadlines will be tolled during this period.
12.2 Agreement to Arbitrate
Except for the matters described in Section 12.6, you and Grey Matter agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Site, or our relationship (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory) will be resolved exclusively by binding individual arbitration, and not in court.
The arbitration will be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules then in effect, as modified by these Terms. The AAA’s rules are available at adr.org. The arbitration will be conducted by a single neutral arbitrator. The arbitrator has exclusive authority to resolve any dispute about the interpretation, applicability, enforceability, or formation of this arbitration agreement, including whether a claim is subject to arbitration.
The seat of arbitration will be Hamilton County, Ohio. Hearings may be conducted in person, by telephone, or by videoconference, as the arbitrator determines and consistent with the AAA rules. The arbitrator will issue a reasoned written decision. Judgment on the award may be entered in any court of competent jurisdiction.
Each party will bear its own attorneys' fees and costs except where applicable law or the AAA rules provide otherwise. Filing and administrative fees will be allocated under the AAA rules; if the AAA rules require Grey Matter to pay your filing or administrative fees, Grey Matter will do so.
12.3 Class-Action Waiver
YOU AND GREY MATTER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate or join more than one person’s claims and may not preside over any form of consolidated, representative, or class proceeding. The arbitrator may award relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim.
12.4 Jury Trial Waiver
TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND GREY MATTER WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITE.
12.5 30-Day Right to Opt Out
You may opt out of the arbitration agreement and class-action waiver in Sections 12.2 and 12.3 by sending a written notice to Grey Matter at info@gogreymatter.com within 30 days after you first accept these Terms. Your notice must include your full name, mailing address, email address, and a clear statement that you wish to opt out of arbitration. Opting out will not affect any other provision of these Terms. If you opt out, any disputes between you and Grey Matter will be resolved in court under Section 12.7.
12.6 Exceptions
Notwithstanding the foregoing, either party may: (a) bring an individual action in small-claims court in Hamilton County, Ohio, for any claim that qualifies; and (b) seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or prevent unauthorized use of the Site. Initiating such a proceeding does not waive either party’s right to compel arbitration of any other claim.
Nothing in this Section 12 limits any non-waivable right you have under applicable law, including any right to bring a claim for public injunctive relief in a court of competent jurisdiction where applicable law makes that right non-waivable.
12.7 Venue for Non-Arbitrable Claims
For any claim not subject to arbitration (including under Sections 12.5 and 12.6), the parties agree that the exclusive venue and jurisdiction will be the state or federal courts located in Hamilton County, Ohio, and each party irrevocably consents to the personal jurisdiction and venue of those courts.
12.8 Severability
If any portion of this Section 12 is found to be unenforceable, that portion will be severed and the remainder of this Section 12 will continue in effect. If the class-action waiver in Section 12.3 is found to be unenforceable as to a particular claim or remedy, that claim or remedy (and only that claim or remedy) will be severed from arbitration and brought in court under Section 12.7, while all other claims will remain in arbitration.
13. Termination
We may suspend or terminate your access to the Site at any time, with or without notice, for any reason, including if we believe you have violated these Terms. Sections that by their nature should survive termination (including Sections 3, 4, 8, 9, 10, 11, 12, and 15) will survive.
14. Changes to These Terms
We may update these Terms from time to time. When we do, we will post the revised Terms on this page and update the "Last updated" date above. Material changes will be communicated through a notice on the Site or by other reasonable means. Continued use of the Site after revised Terms take effect means you accept the revised Terms. Changes to Section 12 will not apply to disputes for which the parties have actual notice on or before the date the change is posted.
15. Miscellaneous
Entire Agreement. These Terms, together with our Privacy Policy, constitute the entire agreement between you and Grey Matter regarding the Site and supersede any prior agreements between us regarding the Site.
Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect.
Waiver. Our failure to enforce any provision of these Terms is not a waiver of that or any other provision.
Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms freely.
No Agency. Nothing in these Terms creates a partnership, joint venture, agency, employment, or fiduciary relationship between you and Grey Matter.
Force Majeure. Grey Matter is not liable for any failure or delay in performance caused by events beyond its reasonable control.
Headings. Section headings are for convenience only and do not affect interpretation.
16. Contact
Questions about these Terms? Contact us: