Last Updated: April 1, 2021
IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER BELOW IN SECTION 12. PLEASE READ CAREFULLY.
The Services are available to both users who create and maintain an account on the Services (“Members”) and users who visit the Services to consume information and submit requests for information (“Consumers”). Through the Services, Consumers can submit basic information to request to be matched with companies in our network or in our partner network. If we match your request to a partner network you agree to accept the terms and conditions of such partner networks (including, but not limited to, Craftjack, HomeAdvisor, Networx, and eLocal.com). If you are contacted by one of these partner networks and would like to opt out of your service request, please submit your request to that partner network.
Individual users can be both Members and Consumers. All references to “you” or “your,” as applicable, mean the person who accesses, uses, and/or participates in the Services in any manner, and each of your heirs, assigns, and successors. If you use the Services on behalf of an entity, you represent and warrant that you have the authority to bind that entity, your acceptance of the Terms will be deemed an acceptance by that entity, and “you” and “your” herein shall refer to that entity, its directors, officers, employees, and agents.
Please note that we do not pre-screen Members or Consumers. We encourage Consumers and Members to use due diligence when hiring or working with any professional located through our Services.
These Terms include the following sections:
- Eligibility and Use of the Services
- Intellectual Property Rights
- User Content
- User Code of Conduct
- Limitation of Liability
- Indemnification and Release
- Notice of Intellectual Property Infringement
- Third Party Links
- Mandatory Arbitration and Class Action Waiver
- Governing Law
- Modifications to the Terms
- General Provisions
- Contact Us
1. ELIGIBILITY AND USE OF THE SERVICES
Eligibility rules for all users. All users of the Services represent and warrant that: (1) they are at least 18 years old and able to form legally binding contracts under applicable law; and (2) all information provided and posted to the Services will be accurate, current, complete, and truthful to the best of their knowledge. If we have reasonable grounds to suspect that you do not meet these requirements, we have the right to refuse any current or future use of the Services by you.
Eligibility rules for Members. By registering to use the Services as a Member, you additionally represent and warrant that: (1) you are authorized to enter into these Terms either on behalf of yourself or on behalf of the business you represent; (2) you, and the employees, agents, contractors, and subcontractors who may perform work for you, are properly and fully qualified and experienced, and licensed, certified, bonded, and insured, as required by applicable laws or regulations to which you may be subject in the jurisdiction(s) in which you offer your services and in relation to the specific job you are performing; (3) you will provide only business address and phone numbers and you agree that we may display such information in our online directory and use such information to contact you; and (4) you agree to provide a free cost estimate (or quote) for your product or service when you receive a request through our System.
Not all registrations will be accepted, and we reserve the sole right to deny, revoke, suspend your Member status at any time and for any reason.
Account registration and security. If you create an account on the Services, you will be required to choose a password. You agree to maintain the confidentiality of your password, and that you, and not us, are fully responsible for all liability and damages resulting from your failure to maintain that confidentiality and all activities that occur through the use of your account. You agree to immediately notify us of any unauthorized use of your password or any other breach of security by contacting us using the information below.
2. INTELLECTUAL PROPERTY RIGHTS
General. The Services are protected by copyright, trademark, and other laws of the United States, foreign countries, and international conventions. Except as expressly provided in these Terms, we and our licensors exclusively own all right, title, and interest in and to the Services and content, including all associated intellectual property rights. All trademarks, service marks, logos, trade names and any other proprietary designations of us used herein are trademarks or registered trademarks of us. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective owners.
Your license to use the Services. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, revocable, nontransferable, and non-sublicensable license to use the Services. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services, except as expressly permitted in these Terms. If you download or print any content from the Services, you must retain all copyright and other proprietary notices contained thereon. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by us or its licensors, except for the licenses and rights expressly granted in these Terms.
3. USER CONTENT
User content representations. You acknowledge and agree that you are solely responsible for all content that you make available on or through the Services, and that we are not responsible for such content. Accordingly, you represent and warrant that: (a) you either are the sole and exclusive owner of all such content or you have all rights, licenses, consents, and releases that are necessary to grant to us the rights in such content; and (b) neither the content nor your posting, uploading, publication, submission, or transmittal of the content or our use of the content (or any portion thereof) on, through or by means of the Services will infringe, misappropriate, or violate a third party's patent, copyright, trademark, trade secret, moral rights, or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. We are not responsible for enforcing your copyright. If someone infringes on your copyright, it is your sole responsibility to protect your interests, including legal action and costs.
User content review/disclosure. While we have no obligation to do so, you agree that we may: (1) proofread, re-categorize, summarize, or otherwise edit and/or withdraw your content in accordance with our editorial guidelines (in which case you understand it remains your sole responsibility to monitor and ensure that such edited content is accurate and consistent with your representations and warranties in these Terms); (2) publish advertisements on the same page as your content and place hyperlinks on words within your content; and (3) modify your profile by adding or removing specialties, making grammatical changes, and correcting capitalization for the purpose of providing quality information through the Services. We reserve the right, at any time and without prior notice, to remove or disable access to content that we, in our sole discretion, consider to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Services or users, or for any other reason.
You acknowledge and agree that we may disclose any content or information submitted to the Services if required to do so by law or in the good faith belief that such disclosure is reasonably necessary to: (a) comply with a judicial proceeding, a court order or legal process served on us, (b) enforce these Terms, or (c) protect the rights, property or personal safety of us, our employees, users and the public.
User feedback. By sending us any feedback, comments, questions, or suggestions concerning us or our services, including the Services (collectively, “Feedback”) you represent and warrant (a) that you have the right to disclose the Feedback, (b) that the Feedback does not violate the rights of any other person or entity, and (c) that your Feedback does not contain the confidential or proprietary information of any third party or parties. By sending us any Feedback, you further (i) agree that we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (ii) acknowledge that we may have something similar to the Feedback already under consideration or in development, (iii) grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback without compensation to you, and (iv) irrevocably waive, and cause to be waived, against us and its users any claims and assertions of any moral rights contained in such Feedback. This Feedback section shall survive any termination of your account or the Services.
4. USER CODE OF CONDUCT
As a user of the Services, you may not:
- Use another person’s account; or misrepresent yourself, the services you offer, or your identity or qualifications
- Use any automated system including but not limited to robots, spiders, scrapers, or similar technologies to access the Services for any purpose without our prior written approval; provided, however, that the operators of public search engines may use spiders or robots to copy materials from the Services for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such material
- Take any action that (a) may unreasonably encumber the Service's infrastructure; (b) interferes or attempts to interfere with the proper working of the Services; (c) bypasses measures that are used to prevent or restrict access to the Services; (d) circumvents, disables, or otherwise interferes with security features of the Services; (e) or distributes viruses or any other technologies that may harm us or users
- Collect, harvest, or publish any personal information including, but not limited to, names or other account information, from the Services, or communicate through the Services for any reason not explicitly authorized by these Terms, including commercial solicitation purposes
- Take any inappropriate or unlawful actions, including the submission of inappropriate or unlawful content, content that is harassing, hateful, illegal, profane, obscene, defamatory, threatening, or discriminatory, or that advocates, promotes, or encourages inappropriate activity, conduct that would be considered a criminal offense, or conduct that would give rise to civil liability or violate any law
- Advertise or solicit a service not related to or appropriate for the Services including, but not limited to, a service that promotes or offers Ponzi schemes, junk mail, spam, chain letters, pyramid schemes, or unsolicited commercial content
- Engage in fraudulent conduct including but not limited to offering to make money transfers with intent to request a refund of any portion of the payment or soliciting users to mail cash
- Undertake any activity or engage in any conduct that is inconsistent with the business or purpose of the Services
- Attempt to indirectly undertake any of the foregoing
Certain features of the Services may require you to pay a fee to access and use such features. In such circumstances, you will be provided with further information about the applicable fee for the Service. Unless otherwise stated by us, all fees are non-refundable. By using a feature that includes a fee, you agree to provide accurate billing and payment information, and you agree that your selected payment method will be charged, along with any applicable taxes.
Sponsorship. Upgrading to a sponsored listing allows companies to further promote their business. Companies may be required to meet certain criteria to be eligible to purchase a sponsored listing. Subscribing to our sponsorship program may affect where a company appears on our directory pages and other content. However, purchasing a sponsorship does not guarantee an increase in the number of leads generated by our service. We reserve the right to restrict, suspend, or terminate your Sponsorship subscription at any time without prior notification or liability.
If you purchase a Sponsorship, you agree to pay the applicable subscription fees. By purchasing a subscription, you are expressly agreeing that we or any payment agents of ours are authorized to charge you a recurring subscription fee on a monthly basis. The subscription fee will be billed at the beginning of your subscription and each month thereafter unless and until you cancel your subscription by visiting the Account page and selecting the “downgrade” option. The subscription will automatically renew at the end of the applicable subscription period, unless you cancel your paid subscription before the end of the then-current subscription period. The cancellation will take effect the day after the last day of the current subscription period, and you will then be downgraded to the basic free listing. We do not provide refunds or credits for any partial subscription periods.
General. YOUR USE OF THE SERVICES SHALL BE SOLELY AT YOUR OWN RISK. THE SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, WE AND OUR AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT; ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF OR IN TRADE; ANY WARRANTIES, REPRESENTATIONS, OR GUARANTEES IN CONNECTION WITH THE SERVICES; AND ANY WARRANTIES RELATING TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY, OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THE SERVICES.
WE MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE ASSUME NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR ANY DAMAGES TO YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO OR USE OF THE SERVICES. WE SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY DATA, INFORMATION, MATERIALS, SUBSTANCE, OR CONTENT POSTED, TRANSMITTED, OR MADE AVAILABLE VIA THE SERVICES, WHETHER MADE AVAILABLE BY US OR USERS.
No guarantee of results. When you use the Services, we will attempt to match your information to relevant service professionals in your area, if any, who may be interested in fulfilling your service need. However, we do not guarantee that we will be able to match your service needs with a service professional or that there are service professionals in your area that either are capable or willing to complete your service needs. Although we (and our partner networks) may take certain steps to examine the credentials of our listed service professionals, we make no guarantees or representations regarding the skills or representations of such service professionals or the quality of the job that they may perform for you if you elect to retain their services. You should always exercise due diligence and care when deciding whether to have any interaction with any other user.
For Members who receive requests from interested Consumers, we do not guarantee sales or results. A Member may receive any number of requests, clicks, or calls, or may receive zero. We function only as an intermediary that provides Consumers and Members with access to the other within an environment that makes it easier for Consumers to engage Members and vice versa. We also do not control, and do not assume the obligation to screen or monitor, any leads that are submitted by Consumers to Members through the Services, nor do we assume the obligation to pre-screen any Consumers before allowing them to submit leads on the Services.
No endorsements. We do not endorse any Member or Consumer and we are not a party to any agreements between or among users, Members, or third parties. No agency, partnership, joint venture, or employment is created as a result of the Terms or any user’s or Member's use of any part of the Services, including but not limited to, any scheduling or other services. Neither us nor any Members or users of the Services may direct or control the day-to-day activities of the other, or create or assume any obligation on behalf of the other. It is entirely up to you to enter into a direct contract or otherwise reach agreement with a service professional.
Services are informational only. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE SERVICES, WILL CREATE ANY WARRANTY OR GUARANTEE NOT EXPRESSLY MADE HEREIN. Any estimated quotes or fees or other information (such as articles and questions & answers) on the Services about and related to service professionals and the services they offer are for informational purposes only. Such information is provided to be useful information for you to evaluate when you make your own decisions about the identity and suitability of others whom you contact or interact with via the Services, and to get a general understanding of pricing and fees, and for no other purposes.
User disputes. If there is a dispute between participants on the Services, or between users and any third party, you understand and agree that we are under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release us, our officers, employees, agents, and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or our service.
7. LIMITATION OF LIABILITY
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES REMAINS WITH YOU. NEITHER US NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE (WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE) FOR: (A) ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL; (B) SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE; (C) THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; (D) ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS; (E) THE USE OF OR INABILITY TO USE THE SERVICES; OR (F) ANY COMMUNICATIONS, INTERACTIONS, OR MEETINGS WITH OTHER USERS OF THE SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES. IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF US AND OUR AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, ARISING FROM OR RELATING TO THE TERMS, SERVICES, AND/OR CONTENT, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT OR INTERACTIONS WITH ANY OTHER USERS EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO US BY YOU HEREUNDER, OR ONE HUNDRED ($100) US DOLLARS IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THIS LIMITATION OF LIABILITY SHALL APPLY FULLY TO RESIDENTS OF NEW JERSEY.
8. INDEMNIFICATION AND RELEASE
YOU AGREE TO RELEASE, DEFEND, AND INDEMNIFY US, AND OUR SUBSIDIARIES, RELATED COMPANIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND ANY PARTNERS AND HOLD THEM EACH HARMLESS FROM ANY AND ALL CLAIMS OR DEMANDS, INCLUDING ATTORNEY'S FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING FROM YOUR USE OF THE SERVICES, WITH REGARD TO ANY DISPUTE BETWEEN YOU AND A SERVICE PROFESSIONAL, OR YOUR VIOLATION OF THESE TERMS AND CONDITIONS, OR ARISING FROM YOUR VIOLATION OF ANY RIGHTS OF A THIRD PARTY.
Notwithstanding the foregoing paragraph, if you are a resident of New Jersey, you only agree to release, defend, indemnify, and hold us and our affiliates, officers, employees, agents, and partners harmless from and against any third-party claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with your violation of these Terms.
TO KNOWINGLY INPUT FALSE INFORMATION, INCLUDING BUT NOT LIMITED TO NAME, PHONE NUMBER, ADDRESS, OR E-MAIL ADDRESS IS A VERY SERIOUS AND FRAUDULENT MATTER THAT COULD RESULT IN SIGNIFICANT COSTS AND DAMAGES INCLUDING INVASION OF PRIVACY RIGHTS, TO US AND THE SERVICE PROFESSIONALS AND MEMBERS, AND TO CONSUMERS, AS WELL AS THE LOSS OF TIME, EFFORT AND EXPENSE RESPONDING TO AND PURSUING SUCH FALSE INFORMATION AND REQUEST, AND FURTHER, COULD RESULT IN REGULATORY FINES AND PENALTIES. ACCORDINGLY, IF YOU KNOWINGLY INPUT FALSE INFORMATION IN A SERVICE REQUEST, INCLUDING BUT NOT LIMITED TO A FALSE NAME, E-MAIL ADDRESS, PHYSICAL ADDRESS OR PHONE NUMBER YOU AGREE TO FULLY INDEMNIFY AND BE LIABLE TO US AND EACH SERVICE PROVIDER OR MEMBER WHO ACCEPTS SUCH SERVICE REQUESTS, FOR THE GREATER OF: (1) A MINIMUM AMOUNT OF $11,000 TO EACH OF US AND EACH OF THE AFFECTED SERVICE PROFESSIONALS AND FOR EACH OF THE ACTUAL PERSON(S) AFFECTED BY ANY OF THE IMPROPER, INCORRECT OR FRAUDULENT INFORMATION YOU ENTER (FOR EXAMPLE THE ACTUAL OWNER OF THE E-MAIL ADDRESS OR PHONE NUMBER, ETC.), PER IMPROPER SUBMISSION, PLUS ANY ATTORNEYS FEES COSTS AND EXPENSE RELATING THERETO, IF APPLICABLE, OR (2) THE ACTUAL DAMAGES, DIRECT, PUNITIVE AND CONSEQUENTIAL, AND ANY REGULATORY OR JUDICIAL FINES OR PENALTIES THAT MAY ARISE FROM SUCH INTENTIONAL, MISLEADING, HARMFUL, AND FRAUDULENT ACTIVITY, PLUS REASONABLE LEGAL FEES, COST AND EXPENSES RELATING THERETO, WHICH EVER IS GREATER.
If you are a California resident, you waive California Civil Code Section 1542, which provides:
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, which if known by him or her must have materially affected his or her settlement with the debtor. If you are not a California resident, you waive your rights under any statute or common law principle similar to Section 1542 that governs your rights in the jurisdiction of your residence.
We reserve the right to terminate access to or use of the Services by any user for any reason in our sole discretion, with or without notice to you. Without limiting any other rights reserved herein, we may, in our sole discretion, take any action permitted by law for any violation of these Terms or any other policy or agreement between you and us, including but not limited to removing content you posted, limiting your access to the Services, assessing monetary penalties or costs, terminating your access, notifying other Members of your termination and/or the violation of these Terms, other appropriate actions in our discretion.
10. NOTICE OF INTELLECTUAL PROPERTY INFRINGEMENT
In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, it is our policy, in appropriate circumstances, to terminate the registration account or use of the Services of a user who is deemed to infringe third-party intellectual property rights and/or to remove user content that is deemed to be infringing. If you believe that your work has been copied in a way that constitutes copyright infringement and is displayed on the Services, please provide substantially the following information to our Copyright Agent (please consult your legal counsel or see 17 U.S.C. Section 512(c)(3) to confirm these requirements):
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest
- a description of your copyrighted work or other intellectual property that you claim has been infringed
- a description of where the material you claim is infringing is located on the Services (providing us with website URL is the quickest way to help us locate content quickly)
- your address, telephone number, and email address
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law
- a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf
Our copyright agent can be reached as follows:
VentureStreet LLC Copyright Agent
C/O ZwillGen PLLC
1900 M Street NW
Washington, DC 20036
Please note that the above contact information is for intellectual property infringement notices only. DO NOT CONTACT OUR COPYRIGHT AGENT FOR OTHER INQUIRIES OR QUESTIONS. For other inquiries or questions, please email us using the contact information listed below. Please also note that, pursuant to Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
11. THIRD PARTY LINKS
The Services may contain features and functionalities that link to or provide you with access to third-party content which is completely independent of us, including web sites, directories, servers, networks, systems, information and databases, applications, software, programs, products, or services. Please note that when you use these features and functionalities, including when you interact with a match that is in a partner’s network, the third-party’s terms and conditions, and not these Terms, will apply, and we are not responsible for the actions of these third parties.
12. MANDATORY ARBITRATION AND CLASS ACTION WAIVER
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
You and we agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.
This Section is intended to be interpreted broadly and governs any and all disputes between us, including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; claims that arose before this Agreement or any prior agreement (including, but not limited to, claims related to advertising); and claims that may arise after the termination of this Agreement. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims, as provided below.
By agreeing to these Terms, you agree to resolve any and all disputes with us as follows:
Initial Dispute Resolution: Most disputes can be resolved without resort to litigation. You can reach our support department at firstname.lastname@example.org. Except for intellectual property and small claims court claims, the parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with us, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration.
Where the relief sought is $10,000 or less and you do not wish to bring the claim in small claims court, the arbitration will be conducted online by an online arbitration provider of our choosing in accordance with their applicable Arbitration Rules & Procedures effective at the time a claim is made. You are responsible for your own attorneys' fees unless the arbitration rules and/or applicable law provide otherwise.
Where the relief sought is $10,001 or more, resolution shall be in accordance with the JAMS Streamlined Arbitration Procedure Rules for claims that do not exceed $250,000 and the JAMS Comprehensive Arbitration Rules and Procedures for claims exceeding $250,000 in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions. To start an arbitration with JAMS, you must do the following: (a) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.jamsadr.com); (b) send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS to the current address provided on their website; and (c) send one copy of the Demand for Arbitration to us at email@example.com. You will be required to pay $250 to initiate an arbitration against us. If the arbitrator finds the arbitration to be non-frivolous, us will pay all other fees invoiced by JAMS, including filing fees and arbitrator and hearing expenses. You are responsible for your own attorneys' fees unless the arbitration rules and/or applicable law provide otherwise.
The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.
If you are a resident of the United States, arbitration may take place in the county where you reside at the time of filing. For individuals residing outside the United States, arbitration shall be initiated in the State of Delaware, United States of America. You and us further agree to submit to the personal jurisdiction of the Delaware Court of Chancery and any state appellate court therefrom within the State of Delaware in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
Class Action Waiver: The parties further agree that the arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
Exception: Litigation of Intellectual Property and Small Claims Court Claims: Notwithstanding the parties' decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court's jurisdiction.
30-Day Right to Opt Out: You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending (from the email address you use on us) written notice of your decision to opt out to firstname.lastname@example.org with the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” The notice must be sent within thirty (30) days of the later of the Effective Date of these Terms or your first use of the Services; otherwise, you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt out of these arbitration provisions, we also will not be bound by them.
Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this subsection on “Changes to This Section” is not enforceable or valid, then this subsection shall be severed from the section entitled “Arbitration and Class Action Waiver,” and the court or arbitrator shall apply the first Arbitration and Class Action Waiver section in existence after you began using the Services.
Survival: This Arbitration and Class Action Waiver section shall survive any termination of your Account or the Services.
13. GOVERNING LAW
The Terms and the relationship between you and us shall be governed in all respects by the laws of the State of Delaware, without regard to its conflict of law provisions. You agree that any claim or dispute you may have against us that is not subject to arbitration must be resolved by the Delaware Court of Chancery and any state appellate court therefrom within the State of Delaware, except as otherwise agreed by the parties. You agree to submit to the personal jurisdiction of these Delaware courts for the purpose of litigating all such claims or disputes that are not subject to arbitration. You hereby waive any and all jurisdictional and venue defenses otherwise available.
14. MODIFICATIONS OF THE TERMS
We reserve the right, in our sole discretion, to modify these Terms, and any other documents incorporated by reference herein, at any time and without prior notice, except as provided above in Section 12 with respect to changes to the Mandatory Arbitration clause. We will notify you of changes by posting on the Services, sending you a message, and/or otherwise notifying you in accordance with our legal obligations. Your use of the Services following our notification to you shall constitute your consent to the changes. If you do not agree, you may not access or use the Services.
15. GENERAL PROVISIONS
Electronic Messages. You agree that us may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services. With your consent, we, Members, or other individuals may also contact you by telephone or through text messages. If you have agreed to receive text messages or telephone calls from us, Members, or other individuals you also consent to the use of an electronic record to document your agreement. You may withdraw your consent to the use of the electronic record by sending an email to email@example.com with "Revoke Electronic Consent" in the subject line. For a free paper copy, or to update our records of your contact information, send an email to firstname.lastname@example.org with contact information and the address for delivery.
Force Majeure: Neither us nor you shall be liable to the other for any delay or failure in performance under the Terms arising out of a cause beyond its control and without its fault or negligence. Such causes may include but are not limited to fires, floods, earthquakes, strikes, unavailability of necessary utilities, blackouts, acts of God, acts of declared or undeclared war, acts of regulatory agencies, or national disasters.
No Third-Party Beneficiaries: You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.
Waiver: No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
Statute of Limitations: You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. Notwithstanding the foregoing, this statute of limitations shall not apply to residents of New Jersey.
Section Headings: The section headings in these Terms are for convenience only and have no legal or contractual effect.
16. CONTACT US
If you have any questions about these Terms or the Services, please contact us by sending an email to email@example.com, or by writing to us at 5415 Lake Howell Road #153, Winter Park, FL 32792.