Terms And Conditions

These Terms of Use (“Terms of Use”) govern your use of any website operated by Studio 301 (“Studio 301,” “we,” “us,” or “our“) that links to these Terms of Use, including our websites currently located at www. studiola301.com and including our “Studio 301”. Your agreement to these Terms of Use is a condition precedent to using this Site. Please read these Terms of Use carefully before proceeding.

Binding Effect

BY USING THIS SITE, YOU AGREE, WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THESE TERMS of Use, TO WHICH WE RESERVE THE RIGHT TO MAKE CHANGES FROM TIME TO TIME, CONSISTENT WITH APPLICABLE LAW. IF YOU DO NOT AGREE TO THESE TERMS of Use, DO NOT USE THIS SITE.

PLEASE BE AWARE THAT these Terms of Use contain a binding arbitration agreement and class action waiver that waive your right to a court hearing and jury trial.

Additional Terms

In addition to these Terms of Use, your use or purchase of, or participation in, certain products, services or contests offered on our Site may require you to accept additional terms and conditions applicable to such products, services and/or contests (collectively, “Additional Terms“). The Additional Terms are incorporated and made a part of these Terms of Use by this reference.

Age Requirements for Use of this Site

Age Requirements for General Use

You must be at least the age of majority in your state of residence and fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties herein in order to access this Site and purchase services and/or products from us. Individuals under the age of majority are not eligible to use this Site and may not submit any personal information to us. By using this Site, you hereby represent and warrant that you are at least the age of majority in your state of residence and that you are legally able to enter into any and all purchase agreements with us and our partners, vendors, agents, and service providers.

Modification to these Terms of Use

We will post a notification on this Site in the event of any material changes to these Terms of Use. Such changes, whether in the form of modifications, additions, or deletions, shall be effective when specified in the relevant notification or, if the change is immaterial, immediately upon appearing on this Site. Please check these Terms of Use periodically for changes. Your continued use of this Site following our posting of any changes to these Terms of Use means that you accept those changes.

Creating and Accessing Your Account

In order to access certain information or services on our Site, you may be required to create an account and provide certain personal information such as your name and email address.

You must treat your account information (including, without limitation, your password and any other piece of information required as part of our security procedures) as confidential, and you must not disclose the foregoing to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Site or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You agree to be responsible for any use of this Site or portions of it (including, without limitation, for all orders placed and for all activities that occur) using your username, password, or other security information. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer or device so that others are not able to view or record your password or other personal information.

Terminating Your Account

You may disable your account at any time by contacting us at Info@Studio 301.com. Additionally, we may, in our sole and absolute discretion, disable, suspend or terminate your account at any time, with or without notice, and for any reason, including, but not limited to, if you breach these Terms of Use. Upon disabling your account, we may retain your data in accordance with our Privacy Policy. Even if your account is disabled, suspended, or terminated, be aware that you will continue to be bound by these Terms of Use.

Restrictions on Use

Solely for Personal Use

You may browse this Site and all associated content, including, without limitation, any articles or recommendations that we may share, solely for your personal use and enjoyment. This Site or any portion thereof may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without our express written consent.

Accuracy of Information as Condition to Site Access

To access parts of this Site or some of the resources it offers, you may be asked to provide certain, sometimes personal, information. It is a condition of your use of this Site that all the information you provide on this Site is correct, current, and complete.

Restricted Transmission

You agree not to use any device, software, or routine to interfere with the proper functioning of this Site. In using this Site (including, without limitation, any products and/or services made available to you on or through the Site) you may not:

  • Transmit any unlawful, threatening, abusive, libelous, defamatory, discriminatory, obscene, vulgar, pornographic (including, but not limited to, child pornography), profane, obscene, lewd, lascivious, filthy, vile or indecent information of any kind, including images and language;
  • Transmit any message that constitutes, encourages, or incites conduct that would constitute a criminal offense or give rise to civil liability;
  • Transmit a threat to kidnap or injure a person, a threat to injure the personal property or reputation of another person, a threat to accuse any person of a crime, a threat to inform another that a person has violated any law of the United States, or a threat of blackmail;
  • Transmit or solicit any information, software, or other material that violates or infringes upon the rights of others, including material that is an invasion of privacy or publicity rights; is protected by copyright, trademark, or other proprietary rights; or is a derivative work with respect thereto, without first obtaining permission from the owner or right holder;
  • Transmit any information, software, or other material that contains a virus or other harmful component;
  • Use any software, tool, data, device, or other mechanisms to navigate or search this Site, other than generally available browsers or a search engine provided by us;
  • The frame or utilize framing techniques to enclose any aspect of this Site, including any trademark, logo, or other proprietary information (including, but not limited to, images, text, page layout, or form) without our express written consent; or
  • Use any metatags or any other “hidden text” utilizing our name or trademarks without our express written consent.

Other Restrictions

Additionally, you are prohibited from violating or attempting to violate any security features of this Site, including, without limitation:

  • Accessing content or data not intended for you or logging onto a server that you are not authorized to access;
  • Attempting to probe, scan, or test the vulnerability of this Site, or any associated system or network, or to breach security or authentication measures without proper authorization;
  • Interfering or attempting to interfere with service to any visitor, host, or network, including, without limitation, by means of submitting a virus to this Site, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing;”
  • Violating security features that prevent or restrict use or copying of any content or enforce limitations on use of the services or the content on the Site, including, without limitation, by use of any manual or automated software, devices, scripts bots, crawlers, spiders, data miners, scraping or other automatic access tools;
  • Using this Site to send unsolicited e-mail, promotions, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or advertisements;
  • Forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting; or
  • Attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by us in providing this Site.

Any violation of system or network security may subject you to civil and/or criminal liability.

User Covenants

By accessing our Site and/or using any of the products or services offered on our Site, you agree to, acknowledge, and represent as follows:

  • You will comply with all applicable laws in using the Site, including any products and/or services made available to you on or through the Site, and you will not perform or fail to perform any act that you know or reasonably should know would place us or our affiliates in violation of any applicable law. You agree to comply with all laws and regulations regarding online conduct and acceptable content and regarding the transmission of technical data exported from the United States or the country from which you access the Site and the products and/or services provided on the Site.
  • You have the authority and capacity, under the laws of the state or jurisdiction in which you reside, to make the representations and be bound by the covenants provided herein.

Copyrights, Trademarks, and Other Proprietary Rights

When accessing this Site, you agree to obey the law and to respect the intellectual property rights of others. You agree that you shall be solely responsible for any violations of any relevant laws and for any infringement of third-party rights caused by any User Content (defined below) or any User Generated Social Media Content (defined below) that you provide or transmit to us.

As between you and us, all content on this Site, including text, hidden text within our source code, trademarks, software, photos, video, images, graphics, music, audio-visual content, podcasts, recordings, sound, or any other digital media, is owned by us and/or our licensors and is subject to protection by patent, copyright, trademark, or other proprietary rights. In addition, the entire content of this Site is copyrighted as a collective work under the United States copyright laws, and we own the copyright in the selection, coordination, arrangement, and enhancement of such content. Any feedback or testimonials you provide to us relating to the Site, or the services provided on the Site, shall be deemed to be non-confidential. We shall be free to use such information on an unrestricted basis.

All trademarks, trade names, trade dress, logos, and service marks (collectively, the “Trademarks“) appearing on this Site are the property of their respective owners, including, in some instances, us and/or our partner companies. Nothing contained on this Site or these Terms of Use serves to grant you, by implication or otherwise, a license or right to use any of the Trademarks or copyrights owned by us or by any third party.

Except as expressly provided herein, you may not modify, create derivative works, copy, redistribute, reproduce, publish, transmit, display, commercialize, or in any other way exploit any content or material from this Site without the express wrote permission from us and, if applicable, the respective copyright owner. You acknowledge that you do not acquire any ownership rights by downloading or printing copyrighted material.

Monitoring; Copyright Complaints

You agree that we have the right, but not the obligation, to monitor, suspend, terminate, edit, disclose, refuse to post, or remove at any time, for any reason in our sole discretion, any material, content, and/or activity anywhere on this Site, including, without limitation, by suspending or terminating your access to or use of this Site. Notwithstanding this right, we do not and cannot review all materials submitted to this Site. If notified, we will investigate an allegation that content transmitted to us is in violation of these Terms of Use and determine whether to have the communication removed. However, we assume no responsibility or liability arising from or relating to any actions or content transmitted by or between you or any third party within or outside of this Site, including, but not limited to, any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, or inaccuracy contained therein.

Digital Millennium Copyright Act

We may, in appropriate circumstances, terminate the access of users who infringe or otherwise violate the rights of others. While we reserve the right to terminate the access of users who infringe or otherwise violate the rights of others in our sole discretion, if you are a Repeat Offender (as defined below), your access to the Site will be suspended or terminated. “Repeat Offender” shall mean any user of the Site against whom we receive three (3) or more Infringement Notifications (as defined below).

If you believe that your work has been copied and is accessible on this Site in a way that constitutes copyright infringement, you may notify us (each, an “Infringement Notification“) by providing the following information (as required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (“DMCA”), 17 U.S.C. sec. 512):

  • A physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
  • Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at this Site are covered by a single notification, a representative list of such works at this Site;
  • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
  • Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and if available, an e-mail address;
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by you, your agent, or the law; and
  • A statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

User Content

You are, and shall remain, solely responsible for the content of any materials (including, without limitation, any image or content being reproduced as part of your order), including, without limitation, creative suggestions, submissions, artwork, logos, service marks, trademarks, images, text, ideas, notes, drawings, photographs, graphics, messages, concepts, or other information or communications (collectively, “User Content“) you send, upload, post or transmit to us via this Site, the Internet, e-mail, or otherwise. You hereby grant to us and our affiliates, the royalty-free, perpetual, irrevocable, worldwide, transferable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, and display User Content in connection with the fulfillment of your orders (e.g. reproduce and print on ordered materials and merchandise). You represent and warrant that you are the owner of or have the right to license User Content and that your User Content does not infringe, misappropriate or violate the intellectual property or other proprietary rights of any third party.

You acknowledge that Studio 301 does not pre-screen User Content. Studio 301 and its affiliates shall have the right (but not the obligation) in their sole discretion to remove any User Content that violates these Terms of Use or may otherwise be objectionable. You further acknowledge and agree that Studio 301 may preserve User Content and may also disclose User Content if required to do so by law or if there is a certain belief that such preservation or disclosure is reasonably necessary to (i) comply with legal process; (ii) enforce these Terms of Use; (iii) respond to claims that the User Content violates the rights of third-parties; or (iv) protect the rights, property, or personal safety of Studio 301, its users and the public.

We advise that you keep a copy of all User Content uploaded to Studio 301, as we will not be able to send back any of your files/content at any given time. Studio 301 maintains no guarantee that User Content uploaded into our system or provided by us as a background, template, or clip art asset will be available in the future. After order fulfillment, your User Content, and the proofs that Studio 301 sent you may be removed/deleted at any time without notice. Proofs may remain available for a maximum of three months.

We welcome our customers to share photos and videos of their Studio 301 orders online, including on social media websites, social media applications, and social sharing websites. You may grant us permission to use, share and/or re-post your photos, videos, reviews, or other content (collectively, “User-Generated Social Media Content“) by tagging or mentioning Studio 301 with such User Generated Social Media Content. By granting Studio 301 permission, you: (A) represent and warrant that you are the owner or have the right to license User-Generated Social Media Content and that the and that your User Generated Social Media Content does not infringe, misappropriate or violate the intellectual property or other proprietary rights of any third party; and (B) hereby grant Studio 301 a royalty-free, perpetual, irrevocable, worldwide, transferable, non-exclusive right and license to use, reproduce, modify, adapt, edit, publish, share and/or re-post the User-Generated Social Media Content in any and all forms including, but not limited to, any of Studio 301’s websites, mobile applications, social media accounts, blog, videos, email, and any and all print and web-based publications, without payment, royalties, or other consideration. While our general policy is to credit User-Generated Social Media Content to their respective copyright holders, image/content credit is not guaranteed. Subject to existing laws, you waive any moral rights that you may have in any User-Generated Social Media Content.

Third-Party Sites

We may provide links and pointers to Internet sites or mobile applications maintained by others (“Third-Party Sites“) that are not affiliated with us and may be located in different countries and that may subject to different regulatory and other legal requirements. We have not reviewed all of the Third-Party Sites linked to this Site and are not responsible for the content or services offered on such Third-Party Sites, including, but not limited to, any advertising, order processing and fulfillment, or payment terms related to such Third-Party Sites. Access to participating retailers does not constitute an endorsement by us or any of our subsidiaries or affiliates of any retailers, or the content or services offered by them. We have no responsibility or liability for these Third-Party Sites’ independent policies or actions and are not responsible for the privacy practices of such Third-Party Sites or retailers. Complaints, claims, concerns, or questions regarding Third-Party Sites should be directed to the applicable third party.

While we may provide links and locations of participating retailers and vendors who sell products or services online, we cannot control the completion or validity of the transactions of such retailers and vendors or the content of their Third-Party Sites. These Third-Party Sites and store locations are only for your convenience and therefore you access them at your own risk. However, we seek to protect the integrity of this Site and the links placed upon it. We, therefore, welcome any feedback on not only our own Site but also Third-Party Sites and retailers we link to and/or identify on our Site (e.g., if a specific link does not work).

If we provide links to social media platforms, such as Facebook or Twitter, and you choose to visit those websites through our links, please note that the personal information you post, transmit, or otherwise make available on those websites may be viewed by the general public. We do not control any content information, made available on social media pages, and are not responsible for any third-party use of any information, including, without limitation, personally identifiable information, that you have posted, transmitted, or otherwise made available there.

Site Updates

We will not be liable if, for any reason, all or part of this Site is ever unavailable. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site, including, without limitation, the products and services made available on the Site, (or any part thereof) with or without notice. We undertake no obligation to update, amend, or clarify information on this Site, except as required by law. No specified update or refresh date applied on this Site should be taken to indicate that all information on the Site has been modified or updated. Please remember when reviewing information on this Site that such information may not represent the complete information available on a subject. In addition, subsequent events or changes in circumstances may cause existing information on this Site to become inaccurate or incomplete.

On occasion, information on this Site may contain errors, including, without limitation, typographical errors, inaccuracies, or omissions related to special offers, product and service availability, product promotion, pricing information, service, and product descriptions, or product shipping charges and transit times. We reserve the right to, at any time without prior notice, correct any errors, inaccuracies, or omissions, and to change or update information or cancel orders if any information on the Site is inaccurate (including after you have submitted your order).

Prizes and Giveaways

Studio 301 contests, whether advertised through the Site, our social media accounts, or any other internal or external platform, are only open to U.S. residents who are at least eighteen (18) years old at the time of entry. No purchase is necessary to enter a contest or giveaway unless otherwise stated. By participating in a Studio 301 contest or giveaway, you are granting Studio 301 a royalty-free, perpetual, irrevocable, worldwide, transferable, non-exclusive right and license to print, publish, broadcast, distribute and use your entry, name, business name, and biographical information on any of Studio 301’s websites, mobile applications, our blog, social media accounts, and for general promotional purposes without limitation and without any compensation, review, or consent. Contests and giveaways are void where prohibited.

Disclaimers

you expressly acknowledge and agree that your use of the SITE, and ANY PRODUCTS OR services MADE AVAILABLE ON THE SITE, IS at your sole risk. This SITE, INCLUDING THE products and services made available on and through the site, IS provided on an “as is” and “as available” basis. We expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. we make no warranty that the site, including, the products and services made available on and through the site, will meet your requirements or will be uninterrupted, timely, unfailingly secure, or error-free, that the results that may be obtained from the use of this site or such products or services will be accurate or reliable, that the quality of any information or materials purchased or obtained by you through the site or such products or services will meet your expectations, and that any errors in the site or such products or services will be corrected. you further acknowledge and agree that any material downloaded or otherwise obtained through the use of the site or such products or services is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material. WE make no warranties, representations, or guarantees as to, and assume no responsibility for, the correctness, sufficiency, completeness, or efficacy of the information contained on this Site or on any Third-Party Sites. we do not control or endorse any actions resulting from your participation in the site or such products or services, and, therefore, we specifically disclaim any liability with regard to any actions resulting from your participation. We also disclaim any and all liability for the acts, omissions, and conduct of any third parties in connection with or related to your use of the site or such products or services. we do not warrant that the site, information, content, materials, services, products (including any software) included on or otherwise made available to you through the site are free of viruses, contamination, destructive features, or other harmful components. your sole remedy against us for dissatisfaction with the site or such products or services provided or made available to you on the site is to stop using the site or such products or services, as applicable. the foregoing limitation of relief is an essential part of the bargain between you and us under these terms. note that some jurisdictions do not allow limitations on the length of an implied warranty, so the above limitations or exclusions may not apply to you.

Limitation of Liability

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, IN NO EVENT SHALL WE AND OUR successors, assigns, Affiliates, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, MEMBERS, EMPLOYEES, representatives, AGENTS, OFFICERS, DIRECTORS, AND MANAGERS BE LIABLE FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE REASONABLE FORESEEABLE), RESULTING FROM (I) THE USE OR THE INABILITY TO USE THE SITE, OR ANY PRODUCTS, SERVICES, Software OR information MADE AVAILABLE ON THE SITE; (II) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (III) THE IMPROPER AUTHORIZATION FOR THE PRODUCTS AND/OR SERVICES OFFERED ON THE SITE BY SOMEONE CLAIMING SUCH AUTHORITY; OR (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE.

IN NO EVENT SHALL THE COLLECTIVE LIABILITY OF US AND OUR SUCCESSORS, assigns, Affiliates, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, MEMBERS, EMPLOYEES, representatives, AGENTS, OFFICERS, DIRECTORS, AND MANAGERS TO OR THROUGH YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT Or otherwise, EXCEED THE AMOUNT PAID BY YOU TO STUDIO 301.

Indemnification

You agree to indemnify, defend, and hold harmless us, our affiliates, our subsidiaries, and each of our and their respective shareholders, members, managers, directors, officers, employees, personnel, agents, successors and assigns (collectively, the “Studio 301 Parties“) from and against any and all claims, allegations, demands, actions, causes of action, lawsuits, investigations and proceedings (including any and all liability, damages, costs, expenses (including reasonable attorneys’ fees), settlements, fines, penalties and losses of any kind or nature whatsoever resulting from any of the foregoing) arising out of or in connection with: (i) your violation of these Terms of Use or other documents incorporated herein by reference; (ii) your use of the Site, and/or any products or services made available on the Site; (iii) your violation of another person’s rights; (iv) your dispute with another user; (v) the unauthorized access to any protected area of the Site; (vi) your violation of applicable law; or (vii) any claim related to your User Content or User Generated Social Media Content, including a claim that your User Content or User Generated Social Media Content caused damage to another person.. This indemnification obligation will continue after you stop using the Site and/or our products or services made available on the Site. In addition, you release the Studio 301 Parties from all claims, demands, actions, or suits in connection with your User Content or User Generated Social Media Content, including any liability related to the Studio 301 Parties’ use or non-use of your User Content or User Generated Social Media Content, claims for defamation, invasion of privacy, right of publicity, emotional distress or economic loss.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you at your expense, and you shall not in any event settle or otherwise dispose of any matter without our prior written consent.

Privacy

We respect your privacy and are committed to protecting it. Our Privacy Policy governs the processing of all personal data collected from you in connection with your use of the Site and/or purchase of products and services through this Site.

App Permissions

When you use our mobile applications, you may grant certain permissions to us for your device. Most mobile devices provide you with information about these permissions.

Accessibility

Studio 301 is committed to helping those with disabilities access our Site and services. We strive to provide an excellent online experience for all our guests – including those with sight, hearing, and other disabilities.

Force Majeure

We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms of Use when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), restraints or delays affecting carriers, inability to obtain or delay in obtaining adequate or suitable supplies, breakdown of materials or telecommunications, or power outage.

Notices

We may send you responses or notices by e-mail, posting to this Site, or written communication sent by U.S. Postal Service. 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.

Dispute Resolution

Governing Law

These Terms of Use and your use of this Site shall be governed by and construed for both substantive and procedural purposes in accordance with the laws of the State of California, U.S.A., without giving effect to any principles of any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction) that would cause the laws of any jurisdiction other than those of the State of California to apply.

Timing of Claims

Any cause of action or claim you may have with respect to this Site (including, but not limited to, the purchase of any products and/or services) must be commenced within one (1) year after the claim or cause of action arises.

Arbitration and Venue

Any dispute relating in any way to your visit to, or use of, this Site shall be submitted to confidential arbitration in Los Angeles, California, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court, and you consent to jurisdiction and venue in such courts. Arbitration under these Terms of Use shall be conducted under the rules then prevailing of the American Arbitration Association in accordance with its Commercial Arbitration Rules and before a single arbitrator.

Ultimately, the selected arbitrator must have expertise in the subject matter of the dispute. If not otherwise decided by the arbitrator, the prevailing party shall be entitled to recover its reasonable attorneys’ fees and costs from the non-prevailing party. The arbitration shall be completed within one hundred twenty (120) days of either giving notice or filing a demand to arbitrate with the American Arbitration Association (whichever shall first occur).

Final Arbitration

The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. The testimony, evidence, ruling, and all documentation regarding any arbitration shall be considered confidential information. Neither party may use, disclose, or divulge any such information unless otherwise required by law.

Class Action Waiver

To the fullest extent permitted by applicable law, no arbitration under these Terms of Use shall be joined to an arbitration involving any other party subject to these Terms of Use, whether through class arbitration proceedings or otherwise. You agree to an arbitration on an individual basis. In any dispute, NEITHER YOU NOR WE WILL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER USERS IN COURT OR IN ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER, OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The arbitral tribunal may not consolidate more than one (1) person’s claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforceability of this class arbitration waiver and any challenge to the class arbitration waiver may only be raised in a court of competent jurisdiction.

Miscellaneous

The division of these Terms of Use into sections and the headings of the various sections in these Terms of Use are for convenience of reference only and shall not affect the construction or interpretation of these Terms of Use. You acknowledge and agree that any principle of construction or rule of law that provides that an agreement shall be construed against the drafter of the agreement in the event of any inconsistency or ambiguity in such agreement shall not apply to these Terms of Use. Our failure to insist upon or enforce strict performance of any provision of these Terms of Use shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any of these Terms of Use. We may assign our rights and duties under these Terms of Use to any party at any time without notice to you and without your express consent. You will not assign any of your rights or delegate any of your obligations under these Terms of Use without our prior written consent. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves you of any of your obligations under these Terms of Use. There shall be no third-party beneficiaries to these Terms of Use. Any provision of these Terms of Use that contemplates performance or observance subsequent to any expiration or termination of these Terms of Use, or which is otherwise necessary to interpret the respective rights and obligations of the parties hereunder, shall survive any expiration or termination of these Terms of Use and continue in full force and effect. If any provision of these Terms of Use shall be held unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions. These Terms of Use, together with our Privacy Policy and all other documents incorporated herein by reference, constitute the entire agreement between the parties pertaining to the subject matter hereof and supersede in their entirety any and all written or oral agreements previously existing between the parties with respect to such subject matter.

U.S. Use Only

This Site is controlled and operated by us from our offices in the United States of America, and the content, services, products and incentives we may provide from time to time on and through the Site are intended to comply with U.S. state and federal laws and regulations. We make no representation that any of the materials or the services to which you have been given access are available or appropriate for use in other locations. Those who access or use this Site from other jurisdictions do so at their own volition and are responsible for compliance with local law. If you are a non-U.S.-based user, be advised that other countries may have laws or regulatory requirements that differ from those in the U.S. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, in certain jurisdictions, some of the above limitations of liability may not apply to you; all other provisions of these Terms of Use remain in full force and effect.

Notice for California Users

Under California Civil Code Section 1789.3, California users of the Site are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 534 S Main St Los Angeles, CA 90013, or by telephone at (530) 264-0490. We may be contacted via e-mail at [email protected].

Questions

If you have any questions or comments regarding these Terms of Use, our Privacy Policy, or this Site, please feel free to contact us by e-mail at [email protected] or via our Contact Us form.