Terms of Service

Lighthouse Software Technologies, Inc. dba Meridian ("Meridian", "we", "us", or "our") has made these Terms of Service (this "Agreement") available to explain the terms and conditions by which you may access and use (a) Meridian's products and services, (b) https://www.trymeridian.dev/, and (c) other related products and services that link to this Agreement (collectively, the "Platform").

You must read this Agreement carefully as it governs your use of the Platform. By accessing or using the Platform, you signify that you have read, understand, and agree to be bound by this Agreement in its entirety. If you do not agree, you are not authorized to access or use our Platform and should not use our Platform.

1. Meridian Platform

1.1 Our Platform

Meridian provides a SaaS platform focused on AI-search visibility and knowledge-management for companies. We are constantly improving the Platform. You agree and acknowledge that the Platform is subject to modification and change.

1.2 Registration

In order to use the Platform, you must register an account by providing us with your name, email, and other information requested. You agree to provide us with complete and accurate registration information. You may not attempt to impersonate another person in registration. If you are registering for our Platform on behalf of an organization, you warrant that you are authorized to agree to this Agreement on their behalf. You agree to be responsible for the security of your account. You accept that you are solely responsible for all activities that take place through your account, and that failure to limit access to your devices or browser may permit unauthorized use by third-parties. Only one user may use the Platform per registered account. Each user of the Platform may only have one account.

1.3 No Minors Permitted

Our Platform is not intended for minors under the age of 18. If you are a minor under the age of 18, please do not register for our Platform or send any personal information to us. If you have reason to believe that a minor under the age of 18 is using our Platform, please let us know immediately and we will revoke access and delete any associated information as quickly as possible.

1.4 Additional Policies

You agree and acknowledge that your use of the Platform is subject to our Privacy Policy available at https://www.trymeridian.dev/privacy-policy.

2. Usage Requirements

2.1 Use of Platform

You may access, and we grant you a non-exclusive right to use, the Platform in accordance with this Agreement. You will comply with this Agreement and all applicable laws when using the Platform. We and our affiliates own all rights, title, and interest in and to the Platform, including the underlying technology and intellectual property rights therein.

2.2 Content

You are solely responsible for all code, video, images, information, data, text, software, photographs, graphics, messages, and other materials that you make available to Meridian, including by uploading, posting, publishing, or displaying (hereinafter, "upload(ing)") via the Platform (collectively, "User Content"), including for ensuring that it does not violate any applicable law or this Agreement. You retain ownership of all User Content. Subject to your compliance with this Agreement and to the extent Meridian acquires any right in any User Content, Meridian hereby assigns to you all its right, title and interest in and to your User Content. You hereby grant Meridian and its affiliates, and their successors and assigns, a non-exclusive, worldwide, royalty-free, fully paid-up, transferable, sublicensable (directly and indirectly through multiple tiers), perpetual, and irrevocable license to copy, display, upload, perform, distribute, store, modify, and otherwise use your User Content (a) in connection with the operation of the Platform; (b) to provide, develop and improve the Platform and other offerings of Meridian; (c) to comply with applicable laws and enforce our policies; and (d) as otherwise set forth in our Privacy Policy.

2.3 Third-Party Integrations

The Platform may integrate with or otherwise make available certain applications and materials that are developed or otherwise provided by a party other than Meridian, including design files, plugins, component libraries, services, products, platforms, integrations, and code components (collectively, "Non-Meridian Resources"). Meridian does not warrant or guarantee the functionality, availability, or reliability of any such Non-Meridian Resources. In addition, the use of such Non-Meridian Resources may require you to agree to additional terms and conditions imposed by the respective service providers, which are independent of this Agreement. Meridian reserves the right to modify or discontinue any Non-Meridian Resource at any time without prior notice. Meridian will not be liable for any damages or losses resulting from such modification or discontinuation.

2.4 Feedback

We appreciate feedback, comments, ideas, proposals and suggestions for improvements (collectively, "Feedback"). If you provide any Feedback to Meridian, you hereby grant Meridian the right to freely use such Feedback to maintain, improve, and enhance Meridian's current and future products, services and technologies without restriction or compensation to you.

2.5 Usage Data

You agree that Meridian will have the right to collect and analyze data and other information relating to the access, use, and performance of the Platform ("Usage Data"), and Meridian will be free (during and after the term of this Agreement) to use Usage Data in de-identified or aggregated form to maintain, improve, train, fine-tune, and enhance Meridian's current and future products, services and technologies. Examples of Usage Data include textual inputs you provide to Meridian, technical logs, metadata, telemetry data, information about how you use and interact with the Platform and Non-Meridian Resources.

2.6 Platform Restrictions

You may not (i) use the Platform in a way that infringes, misappropriates or violates any person's rights; (ii) reverse assemble, reverse compile, decompile, translate or otherwise attempt to discover the source code or underlying components of models, algorithms, and systems of the Platform (except to the extent such restrictions are contrary to applicable law); (iii) use output from the Platform to develop models that compete with Meridian; (iv) use any automated or programmatic method to extract data or output from the Platform, including scraping, web harvesting, or web data extraction; (v) represent that output from the Platform was human-generated when it is not; (vi) send us any personal information of children under 13 or the applicable age of digital consent; or (vii) use the Platform in violation of any applicable laws and regulations (including any export control laws). You will comply with any rate limits and other requirements in our documentation.

2.7 User Conduct

You represent, warrant, and covenant that: (i) any User Content you transfer via the Platform has been legally obtained and belong to you; (ii) you will not upload or create any User Content that contains graphic violence, sexual abuse material or any content that exploits or promotes harm to any individual; (iii) you will not engage in any conduct that is or could be considered illegal, obscene, defamatory, threatening, intimidating, harassing, hateful or racially or ethnically offensive; (iv) you will not provide any false, inaccurate or misleading information while using the Platform, or engage in any activity that operates to defraud Meridian, other users of the Platform, or any other person or entity; (v) you will not interfere with or disrupt the Platform or servers or networks connected to the Platform, or disobey any requirements, procedures, policies, or regulations of networks connected to the Platform; (vi) you will not impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; (vii) you will not infringe, misappropriate or violate any intellectual property, privacy, publicity or other proprietary rights of Meridian or any third party; (viii) you will not disguise your location or identity through IP proxying or other methods; and (ix) you will not obtain or attempt to access or otherwise obtain any content or information through any means not intentionally made available or provided for through the Platform, including attempting to avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by us or any of our service providers or any other third party to protect the Platform.

2.8 Confidentiality

In connection with the Platform, you may be given access to certain Confidential Information of Meridian. You may use Confidential Information only as needed to use the Platform as permitted under this Agreement. You may not disclose Confidential Information to any third party, and you will protect Confidential Information in the same manner that you protect your own confidential information of a similar nature, using at least reasonable care. "Confidential Information" means nonpublic information that Meridian or its affiliates or third parties designate as confidential or should reasonably be considered confidential under the circumstances, including software, specifications, and other nonpublic business information. Confidential Information does not include information that: (i) is or becomes generally available to the public through no fault of yours, (ii) you already possess without any confidentiality obligations when you received it under this Agreement, (iii) is rightfully disclosed to you by a third party without any confidentiality obligations, or (iv) you independently developed without using Confidential Information. You may disclose Confidential Information when required by law or the valid order of a court or other governmental authority if you provide reasonable prior written notice to Meridian and make reasonable efforts to limit the scope of disclosure, including assisting us with challenging the disclosure requirement, in each case where possible.

3. Fees and Payments

3.1 Fees

To the extent the Platform or any portion thereof is made available for any fee, you may be required to select a payment plan and provide information regarding your credit card or other payment instrument. You represent and warrant to Meridian that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with Meridian or the Payment Processor (as defined below), as applicable, of any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay Meridian the amount that is specified in the payment plan in accordance with the terms of such plan and this Agreement. If your payment plan includes an ongoing subscription that is automatically renewed periodically, you hereby authorize Meridian (through the Payment Processor) to bill your payment instrument in advance on such periodic basis in accordance with the terms of the applicable payment plan until you terminate your account, and you further agree to pay any charges so incurred. If you dispute any charges, you must let Meridian know within sixty (60) days after the date that Meridian charges you, or within such longer period of time as may be required under applicable Law. Meridian reserves the right to change its prices. If Meridian does change prices, Meridian will provide notice of the change through the Platform user interface, a pop-up notice, email, or through other reasonable means, at Meridian's option, at least thirty (30) days before the change is to take effect. Your continued use of the Platform after the price change becomes effective constitutes your agreement to pay the changed amount. You will be responsible for all taxes associated with the Platform, other than taxes based on Meridian's net income.

3.2 Payment Processing

Notwithstanding any amounts owed to Meridian hereunder, MERIDIAN DOES NOT PROCESS PAYMENT FOR ANY SERVICES. To facilitate payment for the Platform via bank account, credit card, or debit card, we use Stripe, Inc. and its affiliates ("Stripe"), a third-party payment processor ("Payment Processor"). These payment processing services are provided by Stripe and are subject to the Stripe terms and conditions and other policies available at https://stripe.com/legal and Stripe's Global Privacy Policy available at: https://stripe.com/privacy (collectively, the "Stripe Agreements"). By agreeing to this Agreement, users that use the payment functions of the Platform also agree to be bound by the Stripe Agreements, as the same may be modified by Stripe from time to time. You hereby authorize Stripe to store and continue billing your specified payment method even after such payment method has expired, to avoid interruptions in payment for your use of the Platform. Please contact Stripe for more information. Meridian assumes no liability or responsibility for any payments you make through the Platform.

3.3 Refunds and Cancellations

Payments made by you hereunder are final and non-refundable unless otherwise determined by Meridian.

3.4 Free Tier

Meridian may make available a free-tier of the Platform. You may only use the free tier for non-commercial purposes. In addition, you may not create more than one account to benefit from credits provided in the free tier of the Platform. If we believe you are not using the free tier in good faith, we may charge you standard fees or stop providing access to the Platform. Meridian reserves the right to modify or discontinue your access to the free tier of the Platform at any time without prior notice. Meridian will not be liable for any damages or losses resulting from such modification or discontinuation.

4. Term and Termination

4.1 Termination; Suspension

This Agreement takes effect when you first use the Platform and remains in effect until terminated. You may terminate this Agreement at any time for any reason by discontinuing the use of the Platform. We may terminate this Agreement for any reason by providing you at least 30 days' advance notice. We may terminate this Agreement immediately upon notice to you if you materially breach this Agreement (including any breach of Sections 2.7 and 2.8), if there are changes in relationships with third party technology providers outside of our control, or to comply with law or government requests. We may suspend your access to the Platform, with or without notice, if you do not comply with this Agreement, if your use poses a security risk to us or any third party, or if we suspect that your use is fraudulent or could subject us or any third party to liability.

4.2 Effect on Termination

Upon termination, you will stop using the Platform and you will promptly return or, if instructed by us, destroy any Confidential Information. The sections of this Agreement which by their nature should survive termination or expiration will survive, including but not limited to Sections 2.2, 2.5, 2.6, 2.7, 2.8, 4, and 6-9.

5. Mobile Services

5.1 Mobile Services

The Platform includes certain services that are available via a mobile device, including (i) the ability to upload content to the Platform via a mobile device, and (ii) the ability to access or browse the Platform from a mobile device (collectively, the "Mobile Services"). To the extent you access the Platform through a mobile device, your wireless service carrier's standard charges, data rates, and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices.

6. Proprietary Rights

6.1 Platform Content

You acknowledge and agree that the Platform may contain content, assets, or features made available by Meridian ("Platform Content") that are protected by copyright, patent, trademark, trade secret, or other proprietary rights and laws. Except as expressly set forth herein, we reserve all right, title and interest to the Platform Content.

6.2 Trademarks

The Meridian name and logos are trademarks and service marks of Meridian (collectively the "Meridian Trademarks"). Other company, product, and service names and logos used and displayed via the Platform may be trademarks or service marks of their respective owners who may not endorse or be affiliated with or connected to Meridian. This Agreement and the Platform do not grant you any license or right to use any of Meridian Trademarks, without our prior written permission.

7. Indemnification; Disclaimer; Limitations on Liability

7.1 Indemnity

You agree to hold harmless, release, defend, and indemnify us and our officers, directors, employees, contractors, agents, affiliates, and subsidiaries from and against all claims, damages, obligations, losses, liabilities, costs, and expenses arising from: (a) your access to or use of the Platform (including any User Content) or (b) your violation of any term or condition of this Agreement, the right of any third party, or any other applicable law, rule, or regulation.

7.2 Disclaimer

We plan to continue to develop and improve Meridian, but we make no guarantees or promises about how it operates or that it will function as intended, and your use is at your own risk. THE PLATFORM IS PROVIDED "AS IS." EXCEPT TO THE EXTENT PROHIBITED BY LAW, WE AND OUR AFFILIATES AND LICENSORS MAKE NO WARRANTIES (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) WITH RESPECT TO THE PLATFORM, AND DISCLAIM ALL WARRANTIES INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, NON-INFRINGEMENT, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR TRADE USAGE. WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ACCURATE OR ERROR FREE, OR THAT ANY USER CONTENT WILL BE SECURE OR NOT LOST OR ALTERED. MERIDIAN DOES NOT WARRANT OR SUPPORT, AND WILL NOT HAVE ANY RESPONSIBILITY OR LIABILITY OF ANY KIND FOR, NON-MERIDIAN RESOURCES.

7.3 Limitations of Liability

UNDER NO CIRCUMSTANCES SHALL WE OR ANY OF OUR OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATES, OR SUBSIDIARIES BE LIABLE TO YOU FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE PROPERTY, ARISING OUT OF OR RELATING TO ANY ACCESS OR USE OR INABILITY TO ACCESS OR USE OF THE PLATFORM, NOR WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF OUR PLATFORM OR THE INFORMATION CONTAINED WITHIN IT, WHETHER SUCH DAMAGES ARE BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH AUTHORIZED OR UNAUTHORIZED USE OF OUR PLATFORM.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED IN THE AGGREGATE (A) THE AMOUNTS YOU HAVE PAID TO US IN THE SIX (6) MONTHS PRECEDING THE DATE OF THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS ($100.00 USD) OR ITS EQUIVALENT IN THE LOCAL CURRENCY OF THE APPLICABLE JURISDICTION.

THE FOREGOING LIMITATIONS WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.

8. Dispute Resolution By Binding Arbitration

8.1 Agreement to Arbitrate

This Dispute Resolution by Binding Arbitration section is referred to in this Agreement as the "Arbitration Agreement." You agree that any and all disputes or claims that have arisen or may arise between you and Meridian, whether arising out of or relating to this Agreement (including any alleged breach thereof), the Platform, and any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Agreement, you and Meridian are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

8.2 Prohibition of Class and Representative Actions and Non-Individualized Relief

YOU AND MERIDIAN AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND MERIDIAN AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.

8.3 Pre-Arbitration Dispute Resolution

Meridian is always interested in resolving disputes amicably and efficiently, and most user concerns can be resolved quickly and to the user's satisfaction by emailing support. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute ("Notice"). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Meridian and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Meridian may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Meridian or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Meridian is entitled.

8.4 Arbitration Procedures

To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your dispute or claim or request for relief to the address set forth in Section 8.3. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims, counterclaims, or requests for relief under $250,000, not inclusive of attorneys' fees and interest, shall be subject to JAMS's most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other disputes shall be subject to JAMS's most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS's rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS's filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, Meridian will pay them for you. In addition, Meridian will reimburse all such JAMS's filing, administrative, hearing and/or other fees for disputes, claims, or requests for relief totaling less than $10,000 unless the arbitrator determines the claims are frivolous. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

8.5 Authority of Arbitrator

The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to, any assertion that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Meridian. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum's rules, and these Terms of Service (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.

8.6 Batch Arbitration

If seventy-five (75) or more claimants represented by the same or similar counsel file demands for arbitration raising substantially similar disputes within 90 days of each other, then you and Meridian agree that JAMS will administer them in batches of up to seventy-five (75) claimants each ("Batch"), unless there are less than seventy-five (75) claimants in total or after batching, which will comprise a single Batch. JAMS will administer each Batch as a single consolidated arbitration with one arbitrator, one set of arbitration fees, and one hearing held by videoconference or in a location decided by the arbitrator for each Batch in accordance with the JAMS Mass Arbitration Rules. If any part of this section is found to be invalid or unenforceable as to a particular claimant or Batch, it will be severed and arbitrated in individual proceedings.

8.7 Confidentiality

All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

8.8 Severability

If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than Section 8.2 above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of Section 8.2 are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of this Agreement will continue to apply.

8.9 Future Changes to Arbitration Agreement

Notwithstanding any provision in this Agreement to the contrary, Meridian agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Platform, you may reject any such change by sending Meridian written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement).

9. Miscellaneous

9.1 Entire Agreement

These terms constitute the entire agreement between you and us with respect to the subject matter hereof. This Agreement supersedes any and all prior or contemporaneous written and oral agreements, communications and other understandings (if any) relating to the subject matter of the terms.

9.2 Assignment

You may not assign or transfer this Agreement, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer this Agreement without our prior written consent shall be null and void. We may freely assign or transfer this Agreement. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.

9.3 Notice

We may provide any notice to you under this Agreement using commercially reasonable means, including using public communication channels. Notices we provide by using public communication channels will be effective upon posting.

9.4 Modifications

We may amend this Agreement from time to time by posting a revised version on the website, or if an update materially adversely affects your rights or obligations under this Agreement we will provide notice to you either by emailing the email associated with your account or providing an in-product notification. Those changes will become effective no sooner than 14 days after we notify you. All other changes will be effective immediately. Your continued use of the Platform after any change means you agree to such change.

9.5 Equitable Remedies

You acknowledge that if you violate or breach this Agreement, it may cause irreparable harm to Meridian, and Meridian shall have the right to seek injunctive relief against you in addition to any other legal remedies.

9.6 Severability

If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law, or regulation of any local, state, or federal government agency, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.

9.7 Special Notice for International Use Export Controls

Meridian is headquartered in the United States. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction. Portions of the Platform, the Mobile Apps and the transmission of applicable data, if any, is subject to United States export controls. No portion of the Platform may be downloaded or otherwise exported or re-exported in violation of U.S. export laws. Downloading, accessing or using the Platform is at your sole risk.

9.8 Governing Law

This Agreement will be governed by the laws of the State of California without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Meridian agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within San Francisco, CA. The failure of Meridian to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement 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 this Agreement remain in full force and effect.