Effective Date: July 1, 2020
Please review THESE TERMS carefully. By using THE SITE, you acknowledge that you accept the TERMS set forth herein AND THAT YOU ARE LEGALLY BOUND BY THESE TERMS WHEN YOU ACCESS OR USE OUR SITE. If you do not accept such TERMS, you may not access OR USE the SITE.
- Binding Arbitration:
THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS YOU AND WE MAY HAVE AGAINST EACH OTHER CAN BE BROUGHT. THESE PROVISIONS WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, GROUP OR REPRESENTATIVE ACTION OR PROCEEDING. Please review Section 12 for the details regarding your agreement to arbitrate any disputes with US.
- Age Restrictions
The Site is directed to persons 18 years of age or older. The Company does not knowingly collect information from children under age 18. If you are under age 13, you are not permitted to use the Site or to submit any personally identifiable information to the Site. If you provide information to the Company through the Site, you represent and warrant to the Company that you are 18 years of age or older. If you are 13 – 17 years of age, you may visit, browse and use the information on the Site, but you may not submit any personal information to the Site, and you represent and warrant to the Company that you have the permission of your parent or guardian to use the Site and any activities on the Site, and your parent or guardian agrees to these Terms on your behalf. If you are a parent or guardian and believe the Company may have inadvertently collected personal information from your child under age 18, please notify the Company immediately by sending an email to firstname.lastname@example.org including the specific Site and/or line of business to which your request pertains.
- Site Access
We grant you permission to use the Site as set forth in these Terms, provided that you may not: (a) copy the Site without the Company’s prior written authorization; (b) modify, translate, adapt or otherwise create derivative works or improvements, whether or not patentable, of the Site; (c) reverse engineer, disassemble, decompile, decode or otherwise attempt to derive or gain access to the source code of the Site or any part thereof; (d) remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other intellectual property or proprietary rights notices from the Site, including any copy thereof; (e) sell, exploit, reproduce, distribute, publish, transfer or otherwise make available the Site or any features or functionality of the Site other than as expressly authorized by the Company in writing; or (f) remove, disable, circumvent or otherwise create or implement any workaround to any copy protection, rights management or security features in or protecting the Site.
- Proprietary Rights
Except for the limited rights expressly granted in these Terms, we and our third-party suppliers expressly reserve all rights, title, and interest (including, but not limited to, all intellectual property rights) in and to the Site. The Site and all Site content, including, but not limited to, any trademarks, service marks, logos, slogans, trade names, trade dress, images, photographs, animation, video, audio, music, and text incorporated into the Site (collectively, the “Content“) is protected by copyright and other intellectual property laws and international treaties and is owned by us or one or more of our third-party suppliers.
- User Accounts
You may be required to register for an account to use parts of the Site. You agree that the information you provide to us during the registration process and at all other times when you use the Site is accurate, current, and complete. If you provide any information that is, or that the Company has reasonable grounds to suspect is, untrue, inaccurate, not current, or incomplete, the Company has the right to suspend or terminate your account and refuse any and all current or future use of the Site (or any portion thereof). You are the sole authorized user of any account you create through the Site and are solely and fully responsible for all activities that occur under your account. You may not authorize others to use your accountholder status, and you may not assign or otherwise transfer your account to any other person or entity. The Company will not be liable for losses, damages, liability, expenses, and fees incurred by the Company or a third party arising from someone else using your account regardless of whether you have notified us of such unauthorized use.
- Third-Party Materials
The Site may display, include or make available third-party content (including data, information, applications, and other products, services and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials”). You acknowledge and agree that the Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, data collection and sharing practices, legality, decency, quality or any other aspect thereof. The Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
- User Submissions
- Security and Restrictions
You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, by (a) accessing data not intended for such user or logging onto a server or an account which the user is not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) accessing or using the Site or any portion thereof without authorization; (d) introducing any viruses, Trojan horses, worms, logic bombs or other material which is malicious or harmful; or (e) otherwise attempt to interfere with the proper working of the Site.
By creating an account with us, you electronically agree to accept and receive communications from us, including via email, text message, calls, and push notifications to the telephone number you provided to us. You understand and agree that you may receive communications generated by automatic telephone dialing systems and/or which will deliver prerecorded messages sent by or on behalf of the Company. Message and data rates may apply. If you do not wish to receive promotional emails, text messages, or other communications, you may change your notification preferences by accessing the settings in your account. You may also opt-out of receiving text messages from the Company by replying “STOP” from the mobile device receiving the messages.
- Changes to Terms
The effective date of these Terms is set forth at the top of these Terms. We may change these Terms from time to time in our discretion. Changes will be posted on the Site. We encourage you to return to this webpage frequently so that you are aware of our current Terms. Your continued use of the Site after the date the revised Terms are posted constitutes your acceptance of the amended Terms. The amended Terms supersede all previous versions.
- Agreement to Arbitrate
In consideration of and as a condition of your use of the Site, you and the Company (collectively, “the parties“) agree as follows (the “Arbitration Agreement“):
Applicability; Exclusions; Court and Jury Trial Waiver
The parties agree that any and all covered disputes (as defined below) that either party has the legal right to sue for in court, whether now or in the future, shall be subject to final and binding arbitration under the arbitration provisions set forth below. This means that the parties have selected arbitration as the sole and exclusive forum for the parties to sue or be sued in for all covered disputes, regardless of when the dispute first arose or arises and irrespective of the time period(s) involved in the dispute. The term “covered disputes” means all disputes and claims between the parties, including any disputes or claims: arising out of or relating to these Terms; relating to the relationship between the parties; arising under any state, federal, or international law(s) of similar import, and all other claims or disputes under federal, state, and local statutes and laws, municipal ordinances, executive orders, contract, tort, public policy, or common law (judge-made law).
The parties intend to require arbitration of all covered disputes that can lawfully be arbitrated. It is understood by the parties that the term “covered disputes” shall cover and include all such disputes not only between the parties to these Terms but also all disputes or claims against any of your heirs, executors, personal representatives, and assigns, and all such disputes or claims not only against the Company but also against any and all of its affiliates, subsidiaries, and parents collectively and its and their predecessors and successors and any of its and their collective officers, agents, employees, members, shareholders, directors, managers, and attorneys.
Usage of JAMS Streamlined or Comprehensive Arbitration Rules and Procedures; Arbitrator to Decide All Issues; Arbitrator’s Decisions Are Final and Binding
Either party shall initiate arbitration under either the JAMS Streamlined or Comprehensive Arbitration Rules and Procedures (which are currently available for review at https://www.jamsadr.com/adr-rules-procedures/). The arbitrator (and not a court) shall decide all issues in any covered dispute including, but not limited to, issues regarding the non-availability of class arbitration, timeliness, scope of arbitrator’s authority, arbitration procedures, any issues regarding the arbitrability of the parties’ dispute, statute of limitations, and all other issues regarding the Site, interpretation, and implementation of these Terms. The arbitrator’s decisions shall be final and binding. The parties agree that a court of competent jurisdiction shall have the authority to enter a judgment upon the award made by the arbitrator or to confirm an arbitration award, and any such proceeding shall not itself be deemed a covered dispute.
Selection and Authority of Arbitrator; Full Remedies Available; Enforceability
The parties agree that a single arbitrator shall be selected by the parties consistent with the applicable JAMS Rules and Procedures as they exist at the time of the Terms’ execution. To the fullest extent permitted by law, the arbitrator shall have the power and authority to award any remedy or relief available under applicable law and shall be the sole authority to interpret and apply the provisions of these Terms. The arbitrator shall have the authority to apply any federal, state, local, or municipal law, or executive order, or any common law that the Arbitrator deems applicable to the covered dispute. If there are any ambiguities in these Terms, it is the parties’ intent that all ambiguities be resolved in favor of arbitration. If any provision of this Arbitration Agreement is unenforceable, the remainder of this Arbitration Agreement shall remain in full force and effect.
Class and Collective Action Waiver; No Consolidated or Joint Actions
The parties agree that all covered disputes brought against each other will be arbitrated on an individual basis only and not in a class action arbitration, a collective action arbitration, or on any other group, representative, consolidated, or joint basis. The arbitrator shall have no authority to consider or resolve any covered dispute or any claim or issue in a covered dispute on any basis other than on an individual basis and may not proceed or direct the parties to proceed on a class or collective action basis or consolidate or join one or more covered disputes pertaining to you with any other individual’s or entity’s covered dispute(s). The provisions in this Arbitration Agreement mean that both parties waive their right to commence, become a party to, or in any way participate in any class action, collective action, or group or representative action or claim against the other party or in any such action or claim consolidated or joined with another party, with respect to any covered dispute, and each party agrees to opt-out of or be severed from any such action or proceeding.
The parties agree that they shall share equally (each pay one-half) the fees and costs of the arbitrator and the fees and costs of arbitration charged by JAMS; except that: (a) in all cases where required by law, the Company will pay the full amount of the arbitrator’s and JAMS arbitration fees and costs; and (b) where the arbitrator determines that it is appropriate or necessary based on your financial resources, the Company shall pay more than one-half, in an amount to be determined by the arbitrator as fair and equitable. Each party shall bear the cost of his/her/its own legal fees and costs, including but not limited to attorneys’ fees and expert witness fees, subject to any right to recover such fees and costs under applicable law, which the arbitrator shall apply where applicable. In rendering an arbitration award, the arbitrator shall apply applicable and appropriate law and shall award all statutory remedies and penalties, including attorneys’ fees and costs to the extent authorized by and consistent with law. The award shall be in writing, and the arbitrator shall set forth the essential findings of fact and law. Either party may request that a transcript and/or recording of the hearing be made.
- Disclaimer and Limitation of Liability
WE DO NOT WARRANT THAT ACCESS TO OR USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SITE WILL BE CORRECTED. THE SITE IS PROVIDED BY THE COMPANY ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE INFORMATION, CONTENT OR MATERIALS INCLUDED ON THE SITE, INCLUDING THE ACCURACY OR COMPLETENESS OF THE CONTENT ON THE SITE. THE SITE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. THE COMPANY IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
Any claims arising in connection with your use of the Site must be brought within one (1) year of the date of the event giving rise to such action occurred. Nothing in these Terms will limit any liability that cannot be limited or disclaimed under applicable law.
You agree to indemnify, defend and hold harmless us and our affiliates, and our respective officers, directors, employees, agents, and representatives from and against all losses, expenses, damages, and costs, including reasonable attorney fees, resulting from your use or misuse of the Site or any violation by you of these Terms, including any violation of any applicable laws, rules or regulations.
These Terms shall be governed by the laws of California, and, except as set forth in Section 12 of these Terms, you agree to submit to the exclusive jurisdiction of the courts of the State of California, USA, in respect of any disputes arising under or in connection with these Terms. Notwithstanding any provision of these Terms, the Company may seek equitable, including injunctive, in any court of competent jurisdiction in the event of any breach or threatened breach of these Terms by you.
You represent and warrant that you shall comply with all laws and regulations that apply to your access and use of the Site and any Site-related services, including, but not limited to, any applicable national laws that prohibit the export or transmission of technical data or software to certain territories or jurisdictions.
We reserve the right to seek all remedies available at law and in equity for violations of these Terms, including the right to remove your account and any Content generated by you on the Site, block your access to the Site, or block IP addresses.
If any provision of these Terms is held to be unenforceable, the remaining Terms shall remain in full force and effect, and the unenforceable provision shall be replaced by an enforceable provision that comes closest to the intention underlying the unenforceable provision.
No waiver by us of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition. Our failure to insist upon or enforce strict performance of any provision of these Terms shall not be construed as a waiver of any right.
- How to Contact Us
If you have any questions, comments or notices regarding these Terms, please contact us at email@example.com.