Terms of Use

Effective Date: September 18, 2026

These Terms of Use (“Terms”) govern your use of any 21st Century Flooring, LLC d/b/a Luna Flooring or its affiliates (“Luna,” “us,” “we,” or “our”) online services, including www.luna.com, and any other Luna website, mobile application, product, feature, tool, application, content, download, and other services where these Terms appear or are linked, as well as any purchase of Luna goods, including carpet or flooring (“Products”), installed Products (“Installed Product Services”), or other services (collectively, the “Services”).

Please read these Terms carefully before continuing to access, browse, or use the Services. These Terms affect your legal rights, including by limiting Luna’s liability, waiving trial by jury, and requiring the resolution of Disputes on an individual, non-class basis, and requiring certain claims be resolved pursuant to the arbitration provision, as further described in sections 9-12.

“You” or “your” mean you individually or the entity on behalf of which you are accessing or using the Services. When you request, access, use, or otherwise engage the Services, you agree to be bound to these Terms and represent that you (i) are of the age of majority in your jurisdiction; (ii) have the authority to bind yourself and/or the company you represent to these Terms; and (iii) have been authorized to execute, deliver, and perform the obligations under these Terms by all necessary actions. If you do not have such authority, or if you do not agree with these Terms, you must not request, access, use, or otherwise engage the Services.

By accessing and/or using any part of the Services, you acknowledge, accept, and agree to be bound by these Terms and consent to the collection, use, and disclosure of your personal information in accordance with the Privacy Policy, which is hereby incorporated and made part of these Terms. If you do not agree to these Terms, please do not use the Services.

These Terms may change over time, in which case we will post the modified Terms on this page and change the Effective Date. Your continued use of the Services following a change to these Terms signals your acceptance of the modification(s).

In some instances, both these Terms and separate agreements or other terms setting forth additional conditions will apply to the Services (in each such instance, and collectively “Additional Terms”). To the extent there is a conflict between these Terms and any Additional Terms, the Additional Terms will control unless the Additional Terms expressly state otherwise. If you enter into an agreement to purchase Products, Installed Product Services, and/or other services for commercial purposes, your contract and all accompanying paperwork will be sent via email to your email address on file in your customer record, unless you have designated otherwise.

These Terms contain the following sections:

  1. Services Content, Ownership, Limited License, and Rights of Others
  2. Restrictions on Use of the Services and Content
  3. Reliance on Services Content and Content Accuracy
  4. Product Orders and Installed Product Services
  5. Copyrights, Copyright Agent, and Infringement of Intellectual Property
  6. Information You Submit
  7. Text Communications
  8. Warranties
  9. Limitations of Liability and Remedies
  10. Waiver of Injunctive or Other Equitable Relief
  11. Indemnification
  12. Dispute Resolution
  13. Third-Party Sites, Advertisements, and Dealings with Third Parties
  14. Linking Policy
  15. Promotions
  16. General Provisions
  17. Contact Information

1. Services Content, Ownership, Limited License, and Rights of Others

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A. Content. The Services may contain: (i) materials and other items relating to Luna and its products and services, and similar items from our licensors and other third parties, including: layout, information, articles, posts, text, data, files, images, scripts, designs, graphics, button icons, instructions, illustrations, photographs, audio clips, music, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Services, and the compilation, assembly, and arrangement of the materials of the Services and any and all copyrightable material (including source and object code); (ii) trademarks, trade dress, logos, trade names, website marks, and trade identities of various parties, including those of Luna (collectively, “Trademarks”); and (iii) other forms of intellectual property (all of the foregoing, collectively “Content”). All rights, title, and interest in and to the Services and the Content is the property of Luna, our licensors, or certain other third parties, and is protected by U.S.A. and international copyright, trademark, trade dress, patent, and/or other intellectual property and unfair competition rights and laws to the fullest extent possible.

Except as expressly set forth in these Terms, no rights (either by implication, estoppel, or otherwise) are granted to you. You may not use the Content except as expressly set forth in these Terms. Unauthorized use, copying, reproduction, modification, republishing, uploading, downloading, posting, transmitting, distributing, duplicating, or any other misuse of the Content is strictly prohibited.

B. Limited License. Subject to your strict compliance with these Terms, and the Additional Terms, Luna grants you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to download (temporary storage only), display, view, search, play, and/or print one copy of the Content (excluding source and object code in raw form or otherwise, other than as made available to access and use to enable display and functionality) on a personal computer, mobile phone or other wireless device, or other Internet-enabled device (each, a “Device”). The foregoing limited license: (i) does not give you any ownership of, or any other intellectual property interest in, the Services or any Content; and (ii) may be immediately suspended or terminated for any reason, in Luna’s sole discretion, and without advance notice or liability. Your unauthorized use of the Services or Content may violate copyright, trademark, privacy, publicity, communications, and other laws, and any such use may result in your personal liability, including potential criminal liability.

C. Communications. When you communicate with us electronically, such as via email and text message, you consent to receive communications from us electronically. Please note that we are not obligated to respond to inquiries that we receive. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

D. Accounts. In order to access and use certain features of the Services, you may be required to register and create an account. By creating an account, you agree to: (i) provide accurate, current, and complete information about yourself and update it as necessary; (ii) maintain the security of your account; and (iii) immediately notify us of any unauthorized use of your account or any other breach of account security by contacting us at PrivacyPolicy@luna.com, and remain responsible for any unauthorized use thereafter. We reserve the right, in our sole discretion, to accept or reject your registration to create an account and/or to access the Services. You will not sell, transfer, or assign your account or any account rights. We do not review accounts for authenticity, and are not responsible for any unauthorized accounts that may appear on the Services. For any dispute as to account creation or authenticity, we shall have the sole right, but are not obligated, to resolve such dispute as we determine appropriate, without notice.

E. Requests and Notifications. You agree to cooperate with all reasonable requests from Luna and to notify Luna promptly upon learning of any actual or suspected unauthorized use or abuse of the Services or Content, or if you breach these Terms.

F. Reservation of All Rights. All rights not expressly granted to you are reserved by Luna and its licensors and other third parties. No right or license may be construed, under any legal theory, by implication, estoppel, industry custom, or otherwise. Any unauthorized use of the Services or Content for any purpose is prohibited.

2. Restrictions on Use of the Services and Content

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A. Services Use Restrictions. You agree that you will not:

  1. Transmit or otherwise make available any content that is false, harmful, threatening, abusive, harassing, tortious, defamatory, libelous, disparaging (including disparaging of Luna or its affiliates), vulgar, obscene, pornographic, invasive of another’s privacy, or that promotes violence, racial hatred, terrorism or illegal acts or is otherwise objectionable (as determined by Luna in its sole discretion);
  2. Transmit or otherwise make available any content that is unlawful or infringes, violates, or misappropriates any patent, trademark, trade identity right, trade secret, publicity right, privacy right, copyright, or any other intellectual property or any other rights of any third party;
  3. Upload or transmit viruses, Trojan horses, or other harmful, disruptive, or destructive files or code or post material that interferes with any third party's uninterrupted use and enjoyment of the Services;
  4. Impersonate any person or entity, or otherwise disguise the origin of any content transmitted through the Services or to Luna, including forging any TCP/IP packet header or any part of the header information in any transmission to the Services for any reason;
  5. Transmit or otherwise make available through the Services any personal advertising, junk mail, spam, chain letters, pyramid schemes, or offers for sale of any products or services, except in areas specifically designated for such purposes;
  6. Violate any applicable local, state, federal, or international law, rule, or regulation;
  7. Harass, stalk, or otherwise abuse another user;
  8. Except as permitted by agreement or contract with Luna or its subsidiaries or affiliates, use the Services for any political or commercial purpose (including, without limitation, for purposes of advertising, soliciting funds, collecting product prices, and selling products);
  9. Use any meta tags or any other “hidden text” utilizing any Trademarks;
  10. Engage in any activities through or in connection with the Services that seek to attempt to or do harm any individuals or entities; are unlawful, offensive, obscene, lewd, lascivious, filthy, violent, threatening, harassing, or abusive; that violate any right of any third party; or that are otherwise objectionable to Luna;
  11. Reverse engineer, decompile, disassemble, reverse assemble, or modify any Services source or object code or any software or other products, services, or processes accessible through any portion of the Services;
  12. Interfere with or circumvent any security feature of the Services or any feature that restricts or enforces limitations on use of or access to the Services, the Content, or the User-Generated Content (defined below);
  13. Harvest or otherwise collect or store any information (including personal information about other users of the Services, including email addresses, without the express consent of such users);
  14. Attempt to gain unauthorized access to the Services, other computer systems, or networks connected to the Services, through password mining or any other means; or
  15. Otherwise violate these Terms or any Additional Terms.

B. Content Use Restrictions. You also agree that, in using the Services: (i) you will not monitor, gather, copy, or distribute the Content (except as may be a result of standard search engine activity or use of a standard browser) on the Services by using any robot, rover, “bot”, spider, scraper, crawler, spyware, engine, device, software, extraction tool, or any other automatic device, utility, or manual process of any kind; (ii) you will not frame or utilize framing techniques to enclose any such Content (including any images, text, or page layout); (iii) you will keep intact all Trademark, copyright, and other intellectual property notices contained in such Content; (iv) you will not use such Content in a manner that suggests an unauthorized association with any of our or our licensors’ products, services, or brands; (v) you will not make any modifications to such Content; (vi) you will not copy, modify, reproduce, archive, sell, lease, rent, exchange, create derivative works from, publish by hard copy or electronic means, publicly perform, display, disseminate, distribute, broadcast, retransmit, circulate, or transfer to any third party or on any third-party application or website, or otherwise use or exploit such Content in any way for any purpose except as specifically permitted by these Terms or any Additional Terms or with the prior written consent of an officer of Luna or, in the case of Content from a licensor, the owner of the Content; and (vii) you will not insert any code or product to manipulate such Content in any way.

C. Availability of Services and Content. Luna may immediately suspend or terminate the availability of the Services and Content (and any elements and features of them), in whole or in part, for any reason, in Luna’s sole discretion, and without advance notice or liability.

D. Reservation of All Rights Not Granted as to Content and Services. These Terms and any Additional Terms include only narrow, limited grants of rights to Content and to use and access the Services. No right or license may be construed, under any legal theory, by implication, estoppel, industry custom, or otherwise. All rights not expressly granted to you are reserved by Luna and its licensors and other third parties. Any unauthorized use of any Content or the Services for any purpose is prohibited.

3. Reliance on Services Content and Content Accuracy

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Luna assumes no responsibility regarding the accuracy, currency, or usefulness of the Content provided by or presented on the Services. Any reliance you place on such information is strictly at your own risk. Luna disclaims all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Services, or by anyone who may be informed of any of its Content. Images and renderings on the Services are for illustration purposes only and may not be an exact representation of the actual product, including color variation. Luna reserves the right to change or update any products (including, without limitation, features, attributes, specifications, and descriptions) at any time without notice. While Luna strives to maintain accurate product information and images both digitally and in print, (i) product changes may potentially result in the existence of outdated product information; and (ii) actual products delivered may contain slight design/color variations from those depicted on the Services. In addition, Luna does not warrant that product descriptions or other Content of the Services are accurate, complete, reliable, current, or error-free.

The Services may include Content provided by third parties. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the Content provided by Luna, are solely the opinions and the responsibility of the person or entity providing those materials.

Luna will use reasonable efforts to include accurate and current information on the Services, but there may be occasions when information on the Services contains typographical errors, inaccuracies, or omissions that may relate to product descriptions, pricing, financing, availability, and other matters. Luna reserves the right to correct any errors and to update Services information at any time.

4. Product Orders and Installed Product Services

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This Section applies to orders of Products, including carpet and flooring, and Installed Product Services (“Orders”).

A. Signature on File. If applicable to your Order, you represent and warrant that you and your authorized users have full power and authority to submit orders electronically in the portal, by signing or otherwise submitting a quote or order by signing “SOF” or “Signature on File” on such quote or order, which shall fully incorporate these Terms by reference as though fully set forth therein.

B. Portal Orders. If you use the portal to submit Orders electronically (an “Order Form”), such Order Form(s) are incorporated by reference as though fully set forth in these Terms. You represent that any portal users have full power and authority to electronically submit Order Forms and to carry out the transactions contemplated thereby in accordance with these Terms for which you agree to be bound to and financially responsible.

C. Order Completion. You agree to have someone authorized present at the completion of the Installed Product Services to perform a walk through with an Luna representative, during which a Certificate of Completion will be filled out and signed to certify acceptance of the Services performed. You agree and understand that if you purchase more than one Product or other Services from Luna, you will pay the balance due on each Order at the time Luna begins Installed Product Services of each Product or otherwise performs the Services. You understand that the total Product amount purchased under these Terms may exceed actual room square footage to account for seaming, irregular room sizes, nap matching, layout, and other factors for proper installation.

You understand that installation of Luna’s Products are provided by qualified and experienced independent contractors (“Service Professionals”). You understand that Luna is not an employer of any Service Professional.

D. Extra Work and Change Orders. “Extra Work and Change Orders” become part of these Terms once the Order Form or other agreement is prepared in writing and delivered to you prior to the commencement of any work covered by the new change order and you agree to proceed, or is signed by the parties prior to the commencement of any work covered by the new change order.

E. Payment, Default, Set-Offs, and Retentions. You agree and understand that payment is due on any purchased Order at the time Luna begins Installed Product Services of that Product, except to the extent prohibited by law, or based upon approved credit terms and conditions. Approved terms and conditions, beyond payment due at the start of the Installed Product Services, will be communicated by Luna and can be incorporated as Additional Terms.

You agree that when the Installed Product Services are “substantially complete,” you will pay Luna the balance due on the purchase price terms without any right of set-off or retention. You understand that “substantially complete” means the Installed Product Services have been materially finished or functional as intended. You agree that once you have paid the entire purchase price, if you believe any of the Installed Product Services performed by Luna are defective, Luna will inspect the work and will perform any installation Service you are entitled to under these Terms and/or the Warranty.

If you attempt to cancel the contract for Products or Installed Product Services or these Terms at any time prior to the completion of the Order, except as expressly permitted by applicable law, and Luna accepts such cancellation, then you agree to pay Luna a cancellation fee equal to twenty-five percent (25%) of the Order Form purchase price or as allowed by applicable law, for in-stock Order purchases, or fifty percent (50%) of the Order Form purchase price or as allowed by applicable law, for special-order Product purchases. This cancellation fee may be retained by Luna from your deposit and helps to offset incurred labor, administrative, and material costs, including scheduling, preparation, and operational expenses. You agree to pay a late fee of one-point-five percent (1.5%) per month on all amounts due and owing to Luna, accruing from the date due and running to the date the payment is made. If you are in default of these Terms, you agree to pay Luna’s attorney’s fees if it successfully enforces its rights under these Terms. You also agree to pay any other costs or expenses of repossession, collection, or realization or any security including court costs, to the extent not prohibited by applicable law.

F. Removal, Access, and Pre-existing Conditions. If Luna is removing flooring, it will be done at the time new flooring is installed. If Luna is removing carpeting, it will be rolled and discarded where you (or your authorized users) direct the installers to do so on premises, or hauled away per the Order Form.

Luna is not responsible for structural defects, conditions beyond its control, or leaks caused by connecting or disconnecting refrigerators, ice makers, gas or water lines, toilets, or plumbing. Luna is not responsible for resizing doors before or after installation or for any inadvertent damage to moldings, wiring, baseboards, or damage caused by the moving of cubicles, temporary walls, or heavy furniture.

You shall provide Luna with reasonable access to the area in which the Order is to be delivered or performed, including access to electrical outlets. You shall be responsible for ensuring that Luna has proper and safe access to the work area, including by safely moving and reinstalling any breakable items or extra-heavy furniture such as pianos, stoves, or pool tables, and for disconnecting any electrical appliances in the work area.

If you are removing any existing carpeting, you shall remove such carpeting at least one (1) day before Luna delivers or performs the Order. If you have Luna remove any carpeting, you shall tell Luna where to dispose of such carpeting. Although Luna recommends that you should save any unused carpet to address future unforeseen damage, you understand that you are under no obligation by Luna to save any unused carpet.

If you ask Luna to leave old materials that are being replaced on your property, you understand that Luna will not be responsible for damage to those items and you understand that those items may not function after Luna has replaced them.

G. Delay or Unknown Conditions. You understand that if Luna determines within thirty (30) days of the Order purchase date that Luna cannot perform the work according to Luna’s normal professional standards, Luna can cancel the Order, notify you in writing (or by email if applicable) of the cancellation, and return the tender for payment of the Order. You understand that some of the factors that may result in Order cancellation include, but are not limited to, incorrect pricing, unforeseen structural defects, or unknown pre-existing conditions on your property. You understand that Luna is not responsible for structural or other defects in your property and that Luna’s Products and Services do not cure those types of problems. You also understand that the Installed Product Services could be delayed by events that Luna does not control. Some of the factors that could cause the Installed Product Services to be delayed would be acts of God; epidemics or pandemics; labor strikes; inclement weather; material shortages; changes to specifications; third-party requirements; errors in pricing; delays by local government authorities in issuing or otherwise approving inspections, permitting, or other required authorizations for the work; or delay attributed to other third-party contractors preceding Luna’s work.

H. Lien Rights and Security Interests. Any Products purchased pursuant to these Terms shall remain subject to any lien rights that Luna may have under applicable laws until all charges for such products have been paid in full.

You understand and agree that Luna may have a security interest in the Products Luna is installing to ensure that Luna is paid. You understand that this security interest is governed by the Uniform Commercial Code and other laws applicable to security interests. You agree that the Products are and will remain your personal property, even if the Products become attached to your real property. You also agree and understand that in the event that you do not pay Luna any of the money owed when it is due, Luna may have a claim against you that may be enforced against your property in accordance with the applicable lien laws.

I. Permission to Photograph. You grant Luna permission to take photos of your property before and after providing the Installed Product Services (“Photos”). You grant Luna the worldwide, perpetual, and irrevocable right to reproduce, publish, display, exploit, edit, sublicense, assign, and otherwise use Photos without restriction in all media for any purpose. You represent that you have the necessary authority to grant these rights without consent from others and will indemnify Luna from any claims related to its use of Photos.

J. Condensation and Environmental Conditions. Condensation, which can form on or within walls or other surfaces (such as window panes), results from pre-existing conditions in a property and internal or external temperatures. Reducing the humidity will often remedy any condensation problems. You agree that Luna is not responsible for condensation or existing or developing spore or mold growth, which can be the result of condensation. You agree to inspect all work areas prior to Installed Product Services being performed to ensure that there is no mold or mildew present, and that if any such mold or mildew does exist, you will have it tested and cleaned up prior to Luna performing any Installed Product Services. You agree that Luna and its employees, authorized contractors, and subcontractors are not responsible for the identification, detection, abatement, encapsulation, disturbance, or removal of mold, asbestos, lead-based products, or other hazardous substances inside or outside of the property. New carpet, padding, and adhesives can emit compounds, which some people may be sensitive to or may find to have an unpleasant odor. You understand that you should ventilate any areas of new installation with fresh air for at least forty-eight (48) hours before use, or until any noticeable odors dissipate. You understand that any person with known sensitivities to such compounds or with allergies should consider avoiding the area of new installation for at least twenty-four (24) hours after any noticeable odors have dissipated.

K. State-Specific Provisions. For information about our state and other licensures, please visit www.luna.com/about-luna/licensing.

California Sales Only. For residential facilities only: Down payment may not exceed one thousand dollars ($1,000) or ten percent (10%) of the contract price, whichever is less. You hereby acknowledge that you have read these Terms and have received a completed, signed, and dated copy of the Specification Sheet(s) or Order Form, including the two (2) accompanying Notice of Cancellation forms, as applicable. You also acknowledge that you were orally informed of your right to cancel this transaction and provided with a Right To Cancel Form. It is against the law for a contractor to collect payment for work not yet completed, or for materials not yet delivered. However, a contractor may require a down payment.

Rhode Island Sales Only. You acknowledge reading the following Contractors’ Registration and Licensing Board’s Notice of Possible Mechanic’s Lien. Notice of Possible Mechanic’s Lien: The Luna contractor is about to perform work and/or furnish materials for the construction, erection, alterations, or repair upon your land at the address listed in the Order Form, your account, or other Additional Terms. This is a notice that the Luna contractor and any other persons who provide labor and materials for the improvement under contract with you may file a mechanic’s lien upon the land in the event of nonpayment to them. It is your responsibility to assure yourself that those other persons under contract with the herein signed contractor receive payment for their work performed and materials furnished for the construction, erection, alterations, or repair upon the land. Failure to adhere to the provisions of this subsection may result in a one thousand-dollar ($1,000) fine against the contractor and shall not affect the right of any other person performing work or furnishing materials of claiming a lien pursuant to Chapter 34-28. However, such person failing to provide such notice shall indemnify and hold harmless any owner, lessee or tenant, or owner of less than the fee simple from any payment or costs incurred on account of any liens claims by those not in privity with them, unless such owner, lessee or tenant, or owner of less than the fee simple shall not have paid such person.

5. Copyrights, Copyright Agent, and Infringement of Intellectual Property

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A. DMCA Notice. Luna will respond appropriately to notices of alleged copyright infringement that comply with the U.S. Digital Millennium Copyright Act (“DMCA”), as set forth below. If you own a copyright in a work (or represent such a copyright owner) and believe that your (or such owner’s) copyright in that work has been infringed by an improper posting or distribution of it via the Services, then you may send us a written notice that includes all of the following:

  1. A legend or subject line that says: “DMCA Copyright Infringement Notice;”
  2. A description of the copyrighted work that you claim has been infringed or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
  3. A description of where the material that you claim is infringing or is the subject of infringing activity is located that is reasonably sufficient to permit us to locate the material (please include the URL on which the material appears);
  4. Your full name, address, telephone number, and email address;
  5. A statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
  6. A statement by you, made under penalty of perjury, that all the information in your notice is accurate, and that you are the copyright owner (or, if you are not the copyright owner, then your statement must indicate that you are authorized to act on the behalf of the owner of an exclusive right that is allegedly infringed); and
  7. Your electronic or physical signature.

Luna will only respond to DMCA Notices that it receives by mail, email, or facsimile at the addresses below:

Mail: 21st Century Flooring, LLC dba Luna Flooring, LLC, 333 Northwest Ave., Northlake, IL 60164, Attn: Hillary Victor, General Counsel

Email: PrivacyPolicy@luna.com

Facsimile: 855-620-8154

It is often difficult to determine if your copyright has been infringed. Luna may elect to not respond to DMCA Notices that do not substantially comply with all of the foregoing requirements, and Luna may elect to remove allegedly infringing material that comes to its attention via notices that do not substantially comply with the DMCA.

Please note that the DMCA provides that any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

We may send the information that you provide in your notice to the person who provided the allegedly infringing work. That person may elect to send us a DMCA Counter-Notification.

We have a policy of terminating the ability of users who (in our reasonable discretion) are repeat infringers to post submissions on the Services. Without limiting Luna’s other rights, Luna may, in appropriate circumstances, terminate a repeat infringer’s access to the Services and any other website or service owned or operated by Luna.

B. Counter-Notification. If access on the Services to a work that you submitted to Luna is disabled or the work is removed as a result of a DMCA Notice, and if you believe that the disabled access or removal is the result of mistake or misidentification, then you may send us a DMCA Counter-Notification to the addresses above. Your DMCA Counter-Notification should contain the following information:

  1. A legend or subject line that says: “DMCA Counter-Notification;”
  2. A description of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled (please include the URL of the webpage from which the material was removed or access to it disabled);
  3. A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled;
  4. Your full name, address, telephone number, email address, and the username of your account (if you have an account);
  5. A statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or, if the address is located outside the U.S.A., to the jurisdiction of the United States District Court for the Northern District of Illinois), and that you will accept Services of process from the person who provided DMCA notification to us or an agent of such person; and
  6. Your electronic or physical signature.

Please note that the DMCA provides that any person who knowingly materially misrepresents that material or activity was removed of disabled by mistake or misidentification may be subject to liability.

If we receive a DMCA Counter-Notification, then we may replace the material that we removed (or stop disabling access to it) in not less than ten (10) and not more than fourteen (14) business days following receipt of the DMCA Counter-Notification. However, we will not do this if we first receive notice at the address above that the party who sent us the DMCA Copyright Infringement Notice has filed a lawsuit asking a court for an order restraining the person who provided the material from engaging in infringing activity relating to the material on the Services. You should also be aware that we may forward the Counter-Notification to the party who sent us the DMCA Copyright Infringement Notice.

C. Procedure For Alleging Infringement of Other Intellectual Property If you own intellectual property other than copyrights and believe that your intellectual property has been infringed by an improper posting or distribution of it via the Services, then you may send us a written notice to the address set forth above that includes all of the following:

  1. A legend or subject line that says: “Intellectual Property Infringement Notice;”
  2. A description of the intellectual property that you claim has been infringed;
  3. A description of where the material that you claim is infringing or is the subject of infringing activity is located that is reasonably sufficient to permit us to locate the material (please include the URL on which the material appears);
  4. Your full name, address, telephone number, and email address;
  5. A statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the owner of the intellectual property, its agent, or the law;
  6. A statement by you, made under penalty of perjury, that all the information in your notice is accurate, and that you are the owner of the intellectual property at issue (or, if you are not the owner, then your statement must indicate that you are authorized to act on the behalf of the owner of the intellectual property that is allegedly infringed); and
  7. Your electronic or physical signature.

We will act on such notices in our sole discretion. Any user of the Services that fails to respond satisfactorily to Luna with regard to any such notice is subject to suspension or termination. We may send the information that you provide in your notice to the person who provided the allegedly infringing material.

6. Information You Submit

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A. General. Luna may now or in the future offer users of the Services the opportunity to create, build, post, upload, display, publish, or otherwise make available on or submit through the Services messages, avatars, text, illustrations, files, images, graphics, photos, comments, responses, sounds, music, videos, information, content, ratings, reviews, data, questions, suggestions, personally identifiable information, or other information or materials and the ideas contained therein (collectively, “User-Generated Content”). Subject to the rights and license you grant in these Terms, you retain whatever legally cognizable right, title, and interest that you have in your User-Generated Content, and you remain ultimately responsible for it.

B. Non-Confidentiality of Your User-Generated Content. Except as otherwise described in the Services’ posted Privacy Policy or any Additional Terms, you agree that (i) your User-Generated Content will be treated as non-confidential – regardless of whether you mark them “confidential,” “proprietary,” or the like – and will not be returned; and (ii) Luna does not assume any obligation of any kind to you or any third party with respect to your User-Generated Content. Upon Luna’s request, you will furnish us with any documentation necessary to substantiate the rights to such User-Generated Content and to verify your compliance with these Terms or any Additional Terms.

C. Unsolicited Ideas and Materials. In your communications with Luna, please keep in mind that we do not seek any unsolicited ideas or materials for products or services, or even suggested improvements to products or services, including, without limitation, ideas, concepts, inventions, or designs for websites, apps, products, services, books, scripts, software, or otherwise (collectively, “Unsolicited Ideas and Materials”). Any Unsolicited Ideas and Materials you post on or send to us via the Services are deemed User-Generated Content and licensed to us as set forth below. In addition, Luna retains all of the rights held by members of the general public with regard to your Unsolicited Ideas and Materials. Luna’s receipt of your Unsolicited Ideas and Materials is not an admission by Luna of their novelty, priority, or originality, and it does not impair Luna’s right to contest existing or future intellectual property rights relating to your Unsolicited Ideas and Materials.

D. License to Luna of Your User-Generated Content. You, as permitted by applicable law, agree and hereby grant to Luna, the non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, and cost-free right and license to use, copy, record, distribute, reproduce, disclose, sell, re-sell, sublicense (through multiple levels), display, publicly perform, transmit, publish, broadcast, translate, make derivative works of, and otherwise use and exploit in any manner whatsoever, all or any portion of your User-Generated Content (and derivative works thereof), for any purpose whatsoever in all formats, on or through any means or medium now known or hereafter developed, and with any technology or devices now known or hereafter developed, and to advertise, market, and promote the same. In order to further effect the rights and license that you grant to Luna to your User-Generated Content, you also hereby agree and grant to Luna, the unconditional, perpetual, irrevocable right to use and exploit your name, persona, and likeness in connection with any User-Generated Content, without any obligation or remuneration to you. Except as prohibited by law, you agree and hereby waive any moral rights (including attribution and integrity) that you may have in any User-Generated Content, even if it is altered or changed in a manner not agreeable to you. To the extent not waivable, you irrevocably agree not to exercise such rights (if any) in a manner that interferes with any exercise of the granted rights. You understand that you will not receive any fees, sums, consideration, or remuneration for any of the rights granted in this Section.

E. Luna’s Exclusive Right to Manage Our Services. Luna may, but will not have any obligation to, review, monitor, display, post, store, maintain, accept, or otherwise make use of, any of your User-Generated Content, and Luna may, in its sole discretion, reject, delete, move, reformat, remove, refuse to post, or otherwise make use of User-Generated Content without notice or any liability to you or any third party in connection with our operation of User-Generated Content venues in an appropriate manner.

F. Representations and Warranties Related to Your User-Generated Content. Each time you submit any User-Generated Content, you represent and warrant that (i) you are the sole author and owner of the intellectual property and other rights to the User-Generated Content, or you have a lawful right to submit the User-Generated Content and grant Luna the rights to it that you are granting by these Terms and any Additional Terms, all without any Luna obligation to obtain consent of any third party and without creating any obligation or liability of Luna; (ii) the User-Generated Content is accurate; (iii) the User-Generated Content does not and, as to Luna’s permitted uses and exploitation set forth in these Terms, will not infringe any intellectual property or other right of any third party; (iv) the User-Generated Content will not violate these Terms or any Additional Terms; and (v) the User-Generated Content will not cause injury or harm to any person.

G. Enforcement. Luna has no obligation to monitor or enforce your intellectual property rights to your User-Generated Content, but you grant us the right to protect and enforce our rights to your User-Generated Content, including by bringing and controlling actions in your name and on your behalf (at Luna’s cost and expense, to which you hereby consent and irrevocably appoint Luna as your attorney-in-fact, with the power of substitution and delegation, which appointment is coupled with an interest).

H. Artificial Intelligence. We may utilize artificial intelligence, machine learning tools, or similar technology when you submit information on the Services (“Artificial Intelligence Tools”) to enhance your experience and to assist us with customer service. You acknowledge and agree that any information, including any User-Generated Content, that you provide on the Services may be used as an input for such Artificial Intelligence Tools. You further agree that we (or one of our vendors) may use any output generated from the Artificial Intelligence Tools for our own commercial purposes, including to develop and improve our Services and train artificial intelligence algorithms, models, and solutions.

7. Text Communications

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Our Text/Call Terms of Use are available at www.luna.com/text-call-terms, which are incorporated into these Terms by reference.

8. Warranties

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A. Disclaimer. To the fullest extent permitted by applicable law, your access to and use of the Services is at your sole risk and you understand and agree that the Services, its Content, and its links and communications are provided on an “as is,” “as available,” and “with all faults” basis. Luna disclaims all warranties, representations, and conditions, of any kind, either express or implied, regarding the Services (including its Content, hardware, software, and links), whether now known or hereafter enacted, including, without limitation, any warranties of title or implied warranties of merchantability, non-infringement, fitness for a particular purpose, title, results, accuracy, completeness, accessibility, compatibility, security, and freedom from malware, or those arising by statute or otherwise in law or from a course of dealing, course of performance, or usage of trade. Some jurisdictions do not permit the exclusion of implied warranties, so the above exclusion may not apply to you. You may have other rights which vary by jurisdiction. If applicable law does not allow the exclusion of some or all of the above implied warranties to apply to you, the above exclusions will apply to you to the fullest extent permitted by applicable law. The Services contain facts, opinions, views, statements, and recommendations of third-party individuals and organizations. The Services do not represent or endorse the accuracy, timeliness, completeness, or reliability of any facts, opinions, views, statements, recommendations, or other information displayed, uploaded, or distributed through the Services. You acknowledge that any reliance upon any such facts, opinions, views, statements, and/or recommendations is at your sole risk. Luna does not endorse, warrant, or guarantee any product or service offered through the Services and will not be a party to or in any way be responsible for monitoring any transaction between you and third-party providers of products or services. Therefore, to the fullest extent permissible by law, Luna and its parent(s), subsidiaries, and affiliates and each of their respective employees, directors, members, managers, shareholders, agents, vendors, licensors, licensees, contractors, customers, successors, and assigns (collectively, “Luna Parties”) hereby disclaim and make no representations, warranties, endorsements, or promises, express or implied, as to:

  1. The Services (including the Content and the User-Generated Content);
  2. The functions, features, or any other elements on, or made accessible through, the Services;
  3. Any products, services, or instructions offered or referenced at or linked through the Services;
  4. Security associated with the transmission of your User-Generated Content transmitted to Luna or via the Services;
  5. Whether the Services or the servers that make the Services available are free from any harmful components (including viruses, Trojan horses, and other technologies that could adversely impact your Device);
  6. Whether the information (including any instructions) on the Services is accurate, complete, correct, adequate, useful, timely, or reliable;
  7. Whether any defects to or errors on the Services will be repaired or corrected;
  8. Whether your access to the Services will be uninterrupted;
  9. Whether the Services will be available at any particular time or location; and
  10. Whether your use of the Services is lawful in any particular jurisdiction.

B. Limited Product Warranties. Luna offers a limited written warranty for certain Products, available on the Luna Today website at www.luna.com/warranties (“Warranty”), which is incorporated into these Terms by reference.

9. Limitations of Liability and Remedies

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To the fullest extent permitted by applicable law, your sole remedy for dissatisfaction with the Services is to discontinue your use of the Services. Nothing in this Section limits any non-waivable right, claim, defense, or remedy available to you under applicable law, or other remedy that cannot be limited or waived by contract.

You understand and agree that, to the fullest extent permitted by applicable law, the Luna Parties are not responsible for damage to any user's computer, device, software, files, or data caused by events outside Luna’s reasonable control, including, without limitation, damage from any security breach or from any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay in operation or transmission, computer line or network failure, user conduct, third-party conduct, or other technical or other malfunction. The Services may be temporarily unavailable due to maintenance or malfunction of computer equipment.

You understand that Luna is not responsible for (i) damages due to strikes, fires, accidents, floods, governmental actions, or any other causes beyond Luna's control; (ii) lost profits or a reduction in the value of your property arising from a delay in Luna performing under these Terms or a breach of these Terms by Luna; or (iii) unintentional damage to molding, landscaping, gas lines, electrical wiring, plumbing, telephone installations, interior walls, or your personal property.

To the fullest extent permitted by applicable law, the Luna Parties shall not be liable for any loss or damages of any kind, including any direct, special, indirect, incidental, exemplary, consequential, economic, or punitive damages, whether based in tort, contract, strict liability, statute, or otherwise, including where caused in whole or in part by negligence, acts of God, telecommunications failure, or theft or destruction of the Services, arising from or connected with: (i) the Services; (ii) any action taken in connection with an investigation by Luna or law enforcement authorities regarding your use of the Services; (iii) the Content or User-Generated Content; or (iv) any errors or omissions in the Services’ technical operation, even if the Luna Parties had been advised of the possibility of such damages and regardless of the legal or equitable theory upon which the claim is based. To the fullest extent permitted by applicable law, if any limitation in this Section is not enforceable in an applicable jurisdiction, Luna’s maximum aggregate liability will be limited to one hundred dollars ($100), except that this cap shall not apply to any liability, claim, remedy, or statutory right that cannot be limited under applicable law.

By accessing the Services, you understand that you may be waiving rights with respect to claims that are at this time unknown or unsuspected, and in accordance with such waiver, you acknowledge that you have read and understand, and hereby expressly waive, the benefits of Section 1542 of the Civil Code of California, and any similar law of any state or territory, which provides as follows: “a general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

10. Waiver of Injunctive or Other Equitable Relief

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As permitted by applicable law, if you claim that you have incurred any loss, damages, or injuries in connection with your use of the Services, you agree that money damages may be an adequate remedy for individual claims and that you will not seek, and will not be permitted to obtain, any injunction or other equitable relief that may interfere with or prevent the development, operation, distribution, display, performance, or exploitation of any website, application, Content, User-Generated Content, product, Services, or intellectual property owned, licensed, used, or controlled by Luna or a licensor of Luna. Nothing in this Section limits either party’s right to seek equitable relief that cannot be waived under applicable law, including public injunctive relief where such relief is available and non-waivable.

11. Indemnification

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You agree to defend, indemnify, and hold Luna Parties harmless from and against any and all claims, damages, losses, costs, investigations, liabilities, judgments, fines, penalties, settlements, interest, and expenses, including attorneys’ fees and costs, that directly or indirectly arise from or are related to any claim, suit, action, demand, or proceeding made or brought against any Luna Party, or on account of the investigation, defense, or settlement thereof, arising out of or in connection with, whether occurring heretofore or hereafter: (i) your User-Generated Content; (ii) your use or misuse of the Services and your activities in connection with the Services; (iii) your breach or alleged breach of these Terms or any Additional Terms; (iv) your violation or alleged violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities in connection with your use of the Services or your activities in connection with the Services; (v) information or material transmitted through your Device, even if not submitted by you, that infringes, violates, or misappropriates any copyright, trademark, trade secret, trade dress, patent, publicity, confidentiality, property, or privacy, or other right of any person or entity; (vi) any misrepresentation made by you; or (vii) Luna Parties’ use of the information that you submit to us (including your User-Generated Content) (all of the foregoing, “Claims and Losses”). You agree to cooperate as fully required by Luna Parties in the defense of any Claim and Losses. Notwithstanding the foregoing, Luna Parties retain the exclusive right to retain counsel of their choosing, settle, compromise, and pay any and all Claims and Losses. Luna Parties reserve the right to assume, at your expense, the exclusive defense and control of any Claims and Losses. You will not settle any Claims and Losses without, in each instance, the prior written consent of an officer or legal representative of Luna.

12. Dispute Resolution

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A. Notice and Informal Dispute Resolution. If any controversy, allegation, or claim arises out of or relates to the Services, the Content, your User-Generated Content, Wireless Features, these Terms, or any Additional Terms, whether heretofore or hereafter arising, including as relates to our service providers (collectively, “Dispute”), then you and we agree to send a written notice to the other providing a reasonable description of the Dispute, along with a proposed resolution of it (“Notice of Dispute”). Our Notice of Dispute to you will be sent to you based on the most recent contact information that you provide us. But if no such information exists or if such information is not current, then we have no obligation under this Section 12.A. Your Notice of Dispute to us must be sent to: Luna Today, LLC, 333 Northwest Ave., Northlake, IL 60164, Attn: General Counsel. For a period of sixty (60) days from the date of receipt of notice from the other party, Luna and you will engage in a dialogue in order to attempt to resolve the Dispute, though nothing will require either you or Luna to resolve the Dispute on terms with respect to which you and Luna, in each of our sole discretion, are not comfortable. If an agreement cannot be reached within sixty (60) days of receipt of the Notice of Dispute, you or Luna may commence a lawsuit or arbitration, as set forth below.

B. Website Technology Disputes. If we cannot resolve a Dispute as set forth in Section 12.A, then either you or we may commence a lawsuit for any Dispute related to an alleged invasion of privacy, alleged interception or recording of communications, alleged disclosure or sharing of personal information, or other controversy, allegation, or claim involving technologies, including cookies, pixels, tags, software development kits, session-replay tools, chat tools, analytics tools, advertising technologies, call-tracking technologies, lead-generation forms, tracking scripts, device identifiers, and similar online or mobile technologies on Luna’s: (1) websites; (2) mobile applications; and (3) other online products, services, features, tools, and applications (each, a “Technology Dispute”). Technology Disputes may be resolved only through litigation in a court of competent jurisdiction and shall not be subject to arbitration. To the fullest extent permitted by applicable law, Technology Disputes remain subject to Section 12.E’s requirement that Disputes be resolved only on an individual, non-class, non-collective, and non-representative basis.

C. Arbitration.

  1. Written Agreement to Arbitrate. This provision is deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act. You and Luna agree that we intend that this Section 12.C satisfies the “writing” requirement of the Federal Arbitration Act. This Section 12.C can only be amended by mutual agreement.
  2. Scope. All Disputes other than Technology Disputes and IP Disputes (defined as Disputes related to Luna’s actual or alleged intellectual property rights that the parties do not agree in writing to arbitrate) are subject to formal binding arbitration (“Arbitrated Dispute”).
  3. Procedure. To the fullest extent permitted by applicable law, an Arbitrated Dispute will be resolved solely by binding arbitration administered by the American Arbitration Association (“AAA”). If you are using the Services or entering into these Terms primarily for personal, family, or household purposes, the arbitration will be administered in accordance with the AAA’s then-current Consumer Arbitration Rules, including the Mass Arbitration Supplementary Rules. If you are using the Services or entering into these Terms for business, commercial, professional, or other non-personal purposes, the arbitration will be administered in accordance with the AAA’s then-current Commercial Arbitration Rules; provided, however, our service providers will have the option to elect to apply this Section 12 to them in connection with your including them as a direct party in an Arbitrated Dispute arising out of their services. In each case, the applicable AAA rules are incorporated into this Section 12 by reference, except to the extent they conflict with these Terms or applicable law.

    If the Arbitrated Dispute has a claimed value of not more than two-hundred-fifty thousand dollars ($250,000), then the arbitration will be heard and determined by a single neutral arbitrator who is a retired judge or a lawyer with not less than fifteen (15) years’ experience as a practicing member of the bar in the substantive practice area related to the Arbitrated Dispute. If the Arbitrated Dispute has a claimed value of more than two-hundred-fifty thousand dollars ($250,000), or if Luna elects in its sole discretion to bear the costs of arbitration in excess of those that would occur for a proceeding before a single neutral arbitrator, then the arbitration will be heard and determined by a three (3)-member panel. To appoint the three (3)-member panel, one panel member will be selected by each party and the third panel member (who will be chair of the panel) will be selected by the two (2) party-appointed members or by the AAA in accordance with the applicable Arbitration Rules. The arbitrator or arbitration panel, as the case may be, will apply applicable law and the provisions of these Terms and any Additional Terms, will determine any Arbitrated Dispute according to the applicable law and facts based upon the record and no other basis, and will issue a reasoned award.

  4. Arbitration Procedures, Rules, and Fee Information. You can obtain AAA procedures, rules, and fee information by calling (800) 778-7879 or visiting www.adr.org.
  5. Nature, Limitations, and Location of Arbitration. In arbitration, as with a court, the arbitrator must honor the terms of these Terms (and any Additional Terms) and can award the prevailing party damages and other relief (including attorneys’ fees). However, with arbitration (1) there is no judge or jury, (2) the arbitration proceedings and arbitration outcome are subject to certain confidentiality rules, and (3) judicial review of the arbitration outcome is limited. All parties to the arbitration will have the right, at their own expense, to be represented by an attorney or other advocate of their choosing. If an in-person arbitration hearing is required, then it will be conducted in the “metropolitan statistical area” (as defined by the U.S. Census Bureau) where you are a resident at the time the Arbitrated Dispute is submitted to arbitration. You and we will pay the administrative and arbitrator’s fees and other costs in accordance with the applicable arbitration rules; but if applicable arbitration rules or laws require Luna to pay a greater portion or all of such fees and costs in order for this Section 12 to be enforceable, then Luna will have the right to elect to pay the fees and costs and proceed to arbitration. Discovery will be permitted pursuant to the applicable arbitration rules. The arbitrator’s decision must consist of a written statement stating the disposition of each claim of the Arbitrated Dispute, and must provide a statement of the essential findings and conclusions on which the decision and any award (if any) is based. Judgment on the arbitration decision and award (if any) may be entered in or by any court that has jurisdiction over the parties pursuant to Section 9 of the Federal Arbitration Act.
  6. Additional Procedures for Multiple Case Filings. You and we agree that these Additional Procedures for Multiple Case Filings, in addition to the other terms of this Section 12 and the AAA Mass Arbitration Supplementary Rules, shall apply if you participate in a multiple case filing. To the extent these procedures conflict with the AAA Consumer or Mass Arbitration Supplementary Rules, these procedures apply to the fullest extent permitted by applicable law. If twenty-five (25) or more similar Arbitrated Disputes, including yours, are instituted against Luna by the same or coordinated counsel or are otherwise coordinated, either Luna or the claimants may elect to have those Arbitrated Disputes proceed in a court of competent jurisdiction consistent with the remainder of these Terms, including Section 12.E. If no party elects to proceed in court, counsel for the parties will confer in good faith regarding bellwether, batching, or similar procedures to reduce costs and promote efficiency. If bellwether, batching, or similar procedures are used, the remaining similar Arbitrated Disputes instituted by the same or coordinated counsel shall not be deemed filed for purposes of assessing arbitration fees until the first batch or set of bellwether cases is arbitrated and the remaining Arbitrated Dispute or Disputes are selected for arbitration. If these Additional Procedures apply to your claim, any applicable statute of limitations shall be tolled from the time the first cases are selected for a bellwether, batched, or similar procedure until your claim is selected for a bellwether, batched, or similar procedure, withdrawn, filed in court, or otherwise resolved.

D. Small Claims Matters are Excluded from Arbitration Requirement. Notwithstanding the foregoing, either you or we may bring qualifying individual claims in small claims court, subject to Section 12.I. This small-claims option applies to qualifying Arbitrated Disputes and Technology Disputes, but not IP Disputes.

E. No Class Action Matters. To the fullest extent permitted by applicable law, all Disputes, whether in arbitration, court, small claims court, or any other forum, will be resolved only on an individual basis and not as a class action, collective action, or representative action. You and Luna acknowledge that any and all Disputes will not be consolidated with any other proceedings that involve any claim or controversy of any other party, and all claims must be brought solely in a party’s individual capacity. You and Luna will not sue as a class plaintiff or class representative, join as a class member, or participate in any purported class action, collective action, consolidated action, representative action, or proceeding, except to the extent this waiver is prohibited by applicable law. Nothing in this paragraph limits either party’s right to bring a lawsuit as an individual plaintiff.

You may opt out of the mutual agreement to resolve Disputes on an individual basis only and continue to use the Services. In order to opt out, you must send a letter to: Luna Today, LLC, Attention: General Counsel – Dispute Agreement Opt-Out, post-marked no later than ten (10) days following your first use of the Services containing the Terms effective as of the Effective Date. In order to be effective, your opt-out letter must include your name, email address, mailing address, and date of your first use of the Services containing the Terms effective as of the Effective Date, and must clearly state that you wish to opt out of this Class Action waiver. Opting out of the Class Action Waiver does not affect any other part of these Terms, including the provisions regarding arbitration, controlling law, or the courts in which any Disputes must be brought.

F. Limited Time To File Claims. To the fullest extent permitted by applicable law, if you or we want to assert a Dispute, but not an IP Dispute, against the other, then you or we must commence it by delivery of a Notice of Dispute as set forth in Section 12.A within one (1) year after the Dispute arises – or it will be forever barred.

G. Injunctive Relief. The foregoing provisions of this Section 12 will not apply to any legal action taken by Luna to seek an injunction or other equitable relief in connection with, any loss, cost, or damage (or any potential loss, cost, or damage) relating to the Services, any Content, your User-Generated Content, Wireless Features and/or Luna’s intellectual property rights (including such Luna may claim that may be in dispute), Luna’s operations, and/or Luna’s Products or services.

H. WAIVER OF JURY TRIAL. Each party hereby knowingly, voluntarily, and intentionally waives, to the fullest extent permitted by law, any and all rights they may have (including but not limited to, their constitutional or statutory right) to a trial by jury in any legal proceeding for any dispute, including but not limited to Disputes arising out of or relating to these Terms or the relationship of the parties.

I. Federal and State Courts in Cook County, Illinois. Except to the extent that arbitration is required in Section 12.C, and except as to the enforcement of any arbitration decision or award, any action or proceeding relating to any Dispute may only be instituted in state or federal court in Cook County, Illinois. Accordingly, you and Luna consent to the exclusive personal jurisdiction and venue of such courts for such matters.

13. Third-Party Sites, Advertisements, and Dealings with Third Parties

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A. Third-Party Content and Sites; Advertisements. The Services may contain links to third-party websites that are not owned, controlled, or operated by Luna. The Services may also include links to third-party ads on the Services or otherwise, to or from third-party websites (collectively, “Third-Party Sites”), including websites operated by advertisers, licensors, licensees, and certain other third parties who may have business relationships with Luna. Luna may have no control over the content, operations, policies, terms, or other elements of Third-Party Sites, and Luna does not assume any obligation to review or monitor any Third-Party Sites. Luna does not endorse, approve, or sponsor any Third-Party Sites, or any third-party content, advertising, information, materials, products, services, or other items. These Third-Party Sites are not under Luna’s control, and you acknowledge that, whether or not such Third-Party Sites are affiliated in any way with Luna, Luna is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such Third-Party Sites. The inclusion of such a link does not imply endorsement of any Third-Party Site by Luna or any association with its operators. Furthermore, Luna is not responsible for the quality or delivery of the products or services offered, accessed, obtained by, or advertised at such Third-Party Sites. Finally, Luna will under no circumstances be liable for any direct, indirect, incidental, or special loss or other damage, whether arising from negligence, breach of contract, defamation, infringement of copyright, or other intellectual property rights, caused by the exhibition, distribution, or exploitation of any information or content contained within these Third-Party Sites. Any activities you engage in connection with any of the same are subject to the privacy and other policies, terms and conditions of use and/or sale, and rules issued by the operator of the Third-Party Sites. Luna disclaims all liability in connection therewith.

B. Dealings with Third Parties. Any interactions, correspondence, transactions, and other dealings that you have with any third parties found on or through the Services (including on or via Third-Party Sites or advertisements) are solely between you and the third party (including issues related to the content of third-party advertisements, payments, delivery of goods, warranties (including product warranties), privacy, and data security). Luna disclaims all liability in connection therewith.

14. Linking Policy

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If you link to the Services, we require that you follow these guidelines. We grant you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to create hyperlinks to the Services, so long as: (i) the links to the Services must not damage, dilute, or tarnish the goodwill associated with any Luna names or any other intellectual property, nor may the link create the false appearance that your website and/or organization is sponsored by, endorsed by, affiliated with, or associated with Luna; (ii) the links only incorporate text, and do not use any Trademarks; and (iii) the links and the content on your website do not portray Luna or its products or services in a false, misleading, derogatory, or otherwise offensive matter, and do not contain content that is unlawful, offensive, obscene, lewd, lascivious, filthy, violent, threatening, harassing, or abusive, or that violate any right of any third party or are otherwise objectionable to Luna. You agree that you will not link to the Services from any source that is unlawful, abusive, indecent, or obscene; that promotes violence or illegal acts; that contains expressions of racism; or that is libelous, defamatory, scandalous, inflammatory, or is otherwise inappropriate. Under no circumstances may you “frame” the Services or alter its intellectual property or Content in any way. Luna reserves the right, in its sole discretion, prohibit linking to the Services or to terminate a link with any website that it deems inappropriate or inconsistent with the Services or these Terms.

15. Promotions

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This Services may contain or offer promotions, promotional discounts, or sweepstakes (“Promotions”) which may be governed by separate sets of rules and Additional Terms that describe the Promotions’ eligibility requirements, such as certain age or geographic area restrictions. It is your responsibility to read those rules to determine whether or not your participation, registration, or entry will be valid and to determine the sponsor’s requirements of you in connection with the applicable Promotion, and to read any Additional Terms to confirm their operation.

16. General Provisions

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A. Luna’s Consent or Approval. As to any provision in these Terms or any Additional Terms that grants Luna a right of consent or approval or permits Luna to exercise a right in its “sole discretion,” Luna may exercise that right in its sole and absolute discretion. No Luna consent or approval may be deemed to have been granted by Luna without being in writing and signed by an officer of Luna.

B. Applicable Law. These Terms and any Additional Terms will be governed by and construed in accordance with, and any Dispute will be resolved in accordance with, the laws of the Illinois, without regard to its conflicts of law provisions.

C. Operation of Services; Availability of Products and Services; International Issues. Luna controls and operates the Services from the U.S.A., and Luna makes no representation that the Services is appropriate or available for use beyond the U.S.A. If you use the Services from other locations, you are doing so on your own initiative and are responsible for compliance with applicable local laws regarding your online conduct and acceptable content, if and to the extent local laws apply. The Services may describe products and services that are available only in the U.S.A. (or only parts of it) and are not available worldwide. We reserve the right to limit the availability of the Services and/or the provision of any Content, program, product, website, or other feature described or available on the Services to any person, entity, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any Content, program, product, website, or other feature that we provide. You and we disclaim any application to these Terms of the United Nations Convention on Contracts for the International Sale of Goods.

D. Severability; Interpretation. If any provision of these Terms, or any Additional Terms, is for any reason deemed invalid, unlawful, void, or unenforceable by a court of competent jurisdiction, then that provision will be deemed severable from these Terms or the Additional Terms, and the invalidity of the provision will not affect the validity or enforceability of the remainder of these Terms or the Additional Terms (which will remain in full force and effect). To the extent permitted by applicable law, you agree to waive, and you hereby waive, any applicable statutory and common law that may permit a contract to be construed against its drafter. Wherever the word “including” is used in these Terms or any Additional Terms, the word will be deemed to mean “including, without limitation.” The section headings are provided for convenience only and shall not limit the full Terms. In the event there is a discrepancy or inconsistency between the English language version and any translated version of these Terms, unless otherwise provided by law, the English version shall prevail and govern.

E. Investigations; Cooperation with Law Enforcement; Termination; Survival. As permitted by applicable law, Luna reserves the right, without any limitation, to: (i) investigate any suspected breaches of its Services security or its information technology or other systems or networks; (ii) investigate any suspected breaches of these Terms and any Additional Terms; (iii) investigate any information obtained by Luna in connection with reviewing law enforcement databases or complying with criminal laws; (iv) involve and cooperate with law enforcement authorities in investigating any of the foregoing matters; (v) prosecute violators of these Terms and any Additional Terms; and (vi) discontinue the Services, in whole or in part, or suspend or terminate your access to it, in whole or in part, including any user accounts or registrations, at any time, without notice, for any reason and without any obligation to you or any third party. Any suspension or termination will not affect your obligations to Luna under these Terms or any Additional Terms. Upon suspension or termination of your access to the Services, or upon notice from Luna, all rights granted to you under these Terms or any Additional Terms will cease immediately, and you agree that you will immediately discontinue use of the Services. The provisions of these Terms and any Additional Terms, which by their nature should survive your suspension or termination, will survive your suspension or termination, including the rights and licenses you grant to Luna in these Terms, as well as the indemnities, releases, disclaimers, and limitations on liability and the provisions regarding jurisdiction, choice of law, no class action, and mandatory arbitration.

F. Assignment. Luna may assign its rights and obligations under these Terms and any Additional Terms, in whole or in part, to any party at any time without any notice. These Terms and any Additional Terms may not be assigned by you, and you may not delegate your duties under them, without the prior written consent of an officer of Luna.

G. Complete Agreement; No Waiver. These Terms reflect our complete agreement regarding the Services and supersede any prior agreements, representations, warranties, assurances, or discussion related to the Services. Except as expressly set forth in these Terms or any Additional Terms, (i) no failure or delay by Luna in exercising any of rights, powers, or remedies under these Terms will operate as a waiver of that or any other right, power, or remedy; and (ii) no waiver or modification of any term of these Terms or any Additional Terms will be effective unless in writing and signed by Luna.

H. Connectivity. You are responsible for obtaining and maintaining all devices and other equipment and software, and all internet service providers, mobile services, and any other services needed for your access to and use of the Services and you will be responsible for all charges related to them.

17. Contact Information

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If you have any questions about these Terms or the Services, you may contact us by email at PrivacyPolicy@luna.com with Attention: Terms of Use in the subject line.