MOBILE APPLICATION END USER LICENSE AGREEMENT

This Mobile Application End User License Agreement (this “Agreement”) is a binding agreement between you (“you”) and Hack House LLC (“Company”, “us” or “we”). This Agreement governs your use of the Call Recorder on your mobile and tablet devices (including all related documentation, the “Application”). The Application is licensed, not sold, to you.

BY DOWNLOADING AND USING THE APPLICATION, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER; AND (C) UNDERSTAND THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU ARE YOUNGER THAN 18 OR HAVE NOT YET REACHED THE LEGAL AGE OF MAJORITY IN THE COUNTRY IN WHICH YOUR ACCOUNT IS REGISTERED, YOUR PARENT OR LEGAL GUARDIAN MUST CREATE AN ACCOUNT FOR YOU AND AGREE TO THIS AGREEMENT IN ORDER FOR YOU TO USE THE APPLICATION. BEFORE YOU BEGIN TO USE YOUR ACCOUNT, ASK YOUR PARENT OR GUARDIAN TO EXPLAIN THESE TERMS TO YOU. IF YOU OR YOUR PARENT OR GUARDIAN DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD THE APPLICATION.

ARBITRATION NOTICE: BY DOWNLOADING AND USING THE APPLICATION, YOU AGREE DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT EXCEPT TO THE EXTENT YOU ELECT TO OPT-OUT AS SET FORTH IN SECTION 20 (Arbitration).

License Grant. Subject to the terms of this Agreement, Company grants you a limited, non-exclusive, and nontransferable license to:
1. download, install, and use the Application for your personal, non-commercial use on one or more mobile devices including, without limitation, a cell phone owned or otherwise controlled by you (“Mobile Device”) strictly in accordance with this Agreement; and
2. access and use on such Mobile Device the Services (defined below) made available in or otherwise accessible through the Application, strictly in accordance with this Agreement and the Terms of Use applicable to such Services. For purposes of this Agreement, “Services” means the provision of a mobile application that allows users to record calls initiated or received through your Mobile Device by merging the Application’s access number with the pre-existing call and any related features, functionalities, and tools made available to users within the Application such as the ability to download the recorded call (the “Recording”).
License Restrictions. Except as may be expressly permitted by applicable law or expressly authorized by the Application, you shall not:
1. copy, modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application;
2. reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Application or any part thereof;
3. remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Application, including any copy thereof;
4. rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Application, or any features or functionality of the Application, to any third party for any reason, including by making the Application available on a network where it is capable of being accessed by more than one device at any time;
5. use any robot, spider, or other automatic device, process, or means to access the Application for any purpose, including monitoring or copying any of the material on the Application;
6. use any manual process to monitor or copy any of the material on the Application, or for any other purpose not expressly authorized in this Agreement, without Company’s prior written consent;
7. frame, mirror, or otherwise incorporate the Application or any portion of the Application as part of any other mobile application, website, or service;
8. use the Application in any manner that could disable, overburden, damage, or impair the Application or interfere with any other party’s use of the Application;
9. use the Application in any manner that Company deems, in its sole discretion, harassing, disruptive, or otherwise inappropriate to other users or third parties. Prohibited uses include, but are not limited to, excessive use of the Application and any other use that, at Company’s sole discretion, is considered to constitute misuse of the Application;
10. remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Application;
11. introduce any trojans, viruses, malware, or other harmful or malicious code into the Application; or
12. use the Application or the services made available to you in the Application in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law, regulation, or rule including any laws associated with recording phone calls without the other party’s or parties’ consent.
Reservation of Rights. You acknowledge and agree that the Application is provided under license and not sold to you. You do not acquire any ownership interest in the Application or any Company IP (defined below) under this Agreement, or any other rights thereto other than to use the Application or any Company IP in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Company reserves and shall retain its entire right, title, and interest in and to the Application and Company IP. For purposes of this Agreement, “Company IP” means the Application and all intellectual property of the Company either provided to you or to which you have been given access in connection with the Application including, without limitation, Aggregated Statistics (defined in Section 5(a)) and any information, data, or other content derived from Company’s monitoring of your access to or use of the Application but does not include Customer Data (defined in Section 5(a)).
Intellectual Property Ownership; Feedback. As between you and the Company, (a) the Company owns all right, title, and interest, including all intellectual property rights, in and to the Application and (b) you own all right, title, and interest, including all intellectual property rights, in and to Customer Data. If you send or transmit any communications or materials to us by mail, email, telephone, or otherwise, suggesting or recommending changes to the Application, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”), the Company is free to use such Feedback irrespective of any other obligation or limitation between you and us governing such Feedback. All Feedback is and will be treated as non-confidential. You hereby assign to us on your behalf, and shall cause your employees, contractors, and agents to assign, all right, title, and interest in, and the Company is free to use, without any attribution or compensation to you or any third party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although the Company is not required to use any Feedback.
Collection and Use of Your Information.
1. You acknowledge that when you download, install, or use the Application, Company may use automatic means (e.g., cookies) to monitor and collect information about your Mobile Device and about your use of the Application including, without limitation, compilation of such information to be used by Company in an aggregated manner, including to compile statistical and performance information related to the provision and operation of the Application (“Aggregated Statistics”). As between you and Company, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by Company. You acknowledge that Company may compile Aggregated Statistics based on Customer Data (defined below) input into the Application. You agree that Company may (i) make anonymized Aggregated Statistics publicly available in compliance with applicable law, (ii) use Aggregated Statistics to the extent and in the manner permitted under applicable law provided that such Aggregated Statistics do not identify you; and (iii) utilize Aggregated Statistics and Customer Data to improve the Application and the offerings made available therein. For purposes of this Agreement, “Customer Data” means, other than Aggregated Statistics, information, data, and other content associated with each Recording such as each party’s phone number.
2. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Application or certain of its features or functionality. All information the Company collects through or in connection with this Application is subject to our Privacy Policy. By downloading, installing, using, and providing information to or through the Application, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
Subscription. To access the Application, you must subscribe to the Services (the “Subscription”). The Subscription fee is disclosed within your Mobile Device’s application store and through your Mobile Device account. We reserve the right to alter the Subscription fees at any time, and any changes to the fees will be communicated to you in advance. Please be advised that the fees applicable to your Subscription may increase upon renewal. Your continued use of the Application after the fee adjustment constitutes your agreement to the new fees. Subscription fees are nonrefundable.
Your Responsibilities.
1. Acceptable Use Policy; Compliance with Call Recording Laws. The Application may not be used for unlawful, fraudulent, deceptive, offensive, obscene activity or in any manner in breach of Section 2 (License Restrictions). You will comply with all terms and conditions of this Agreement, all applicable laws, rules, and regulations, and all guidelines, standards, and requirements that may be posted on the Company’s website or made available to you through the Application. You acknowledge and agree that you are solely responsible for compliance with all federal, state, and local laws relating to the recording of phone calls including, but not limited to laws requiring the consent of all parties to the conversation prior to recording. This responsibility includes, without limitation, your obligation to understand and comply with the call recording laws of the state in which you place or receive a call as well as the laws of the state in which the other party or parties to the call are located. Company takes no responsibility for your failure to abide by these call recording laws or your failure to provide notice to and/or obtain consent from all parties to a conversation as required by such laws prior to commencing the recording. Your use of the Application in a manner that violates call recording laws may subject you to civil and criminal penalties, and you agree to indemnify, defend, and hold harmless the Company and its affiliates, officers, agents, employees, and partners from any claims, damages, losses, liabilities, costs, or expenses (including reasonable attorneys’ fees) arising out of or related to your violation of any applicable call recording laws.
2. Account Use. You are responsible and liable for all uses of the Application resulting from access by you, directly or indirectly, whether such access or use is permitted by or in violation of this Agreement.
3. Customer Data. You hereby grant Company a non-exclusive, royalty-free, worldwide license to reproduce, distribute, and otherwise use and display the Customer Data and perform all acts with respect to the Customer Data as may be necessary for Company to provide the Application to you and the Services therein, and a non-exclusive, perpetual, irrevocable, royalty-free, worldwide license to reproduce, distribute, modify, and otherwise use and display Customer Data incorporated within the Aggregated Statistics. You will ensure that Customer Data will not violate any policy or terms referenced in or incorporated into this Agreement or any applicable law. You are solely responsible for the development, content, operation, maintenance, and use of Customer Data.
4. Passwords and Access Credentials. You are responsible for keeping your access credentials associated with the Application confidential. You shall not sell or transfer them to any other person or entity. Company shall not be liable for any losses or data breaches resulting from your failure to safekeep passwords and access credentials associated with the Application.
5. Data Backup. The Company will make Recordings available to you in the Application; however, the Company is not obligated to store or make recordings available to you for a certain period of time. You acknowledge and agree that you are solely responsible for maintaining a backup of all Recording made through the Application. Company shall not be liable for any loss, corruption, or damage to Recordings whether caused by the Application, Company’s systems, or any other factor. You shall implement appropriate backup procedures to ensure the protection and availability of Customer Data.
Suspension. Notwithstanding anything to the contrary in this Agreement, we may suspend your access to any portion or all of the Application if we reasonably determine that (a) there is a threat or attack on any of the Company IP; (b) your use of the Company IP disrupts or poses a security risk to the Company or to any other customer or vendor of Company; (c) you utilize the Application or the Company IP for fraudulent or illegal activities; (d) any vendor of Company has suspended or terminated Company’s access to or use of any third-party services or products required to enable you to access the Application; or (e) Company’s provision of the Application or the Services to you is prohibited by applicable law; (f) you breached Section 2 (License Restrictions); or (g) your method of payment has failed at the time of Subscription renewal (collectively, a “Service Suspension”). Company shall use commercially reasonable efforts to provide written notice of any Service Suspension to you. Company has no obligation to resume your Subscription or access to the Application if your actions or inactions are deemed a material breach of this Agreement pursuant to Section 2 (License Restrictions). Company will have no liability for any damage, liabilities, losses (including any loss of revenue), or any other consequences that you may incur as a result of a Service Suspension.
Geographic Restrictions. The Services are based in the state of Arizona in the United States and provided for access and use only by persons located in the United States and Canada (the “Territory”). You acknowledge that you may not be able to access all or some of the Application or the Services offered therein outside of the Territory and that access thereto may not be legal by certain persons or in certain countries. If you access the Application and Services from outside the Territory, you are responsible for compliance with local laws.
Updates. Company may from time-to-time, in its sole discretion, develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any features or functionality. Based on your Mobile Device settings, when your Mobile Device is connected to the internet either:
1. the Application will automatically download and install all available Updates; or
2. you may receive notice of or be prompted to download and install available Updates.
You shall promptly download and install all Updates and acknowledge and agree that the Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.
Support. In the event that you require assistance with any aspect of the Application or the Services therein, you may contact us by sending an email to [email protected]. Alternatively, you may use the designated “Support” link available within the App or on our website. By utilizing the “Support” link, you can directly describe your issue, and a support ticket will be automatically generated on your behalf. Our support team will manage all inquiries through Zendesk, a standard support ticket software, ensuring that any replies or necessary communications will be directed to the email address associated with your account.
No Liability for Content of Conversations. You acknowledge and agree that Company is not responsible for the accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect of the content of the Recordings (“Recorded Conversations”). Company does not assume and will not have any liability or responsibility to you or any other person or entity related to or arising out of Recorded Conversations.
Term; Termination. This Agreement commences when you download the Application and for so long as the Application remains downloaded on your Mobile Device. Any lapse in Subscription will not impact the enforceability of this Agreement. In the event you request to delete your account, pursuant to the Privacy Policy and then later elect to re-download the Application, this Agreement will commence again from the date of your download. In the event of your suspension pursuant to Section 8 (Suspension), this Agreement shall automatically terminate. Upon termination of this Agreement, you shall immediately discontinue use of the Application. No expiration or termination of this Agreement will impact our refund policy as set forth in Section 6 (Subscription).
Survival. Notwithstanding any termination or expiration of this Agreement, the provisions of Section 4 (Intellectual Property Ownership Feedback), Section 5 (Collection and Use of Your Information), Section 6 (Subscription), Section 7(a) (Acceptable Use Policy; Compliance with Call Recording Laws); Section 13 (Term; Termination), Section 14 (Survival), Section 15 (Disclaimer of Warranties), Section 16 (Limitation of Liability), Section 17 (No Guaranteed Up Time), Section 18 (Indemnification), Section 20 (Arbitration), Section 22 (Governing Law), and Section 23 (Entire Agreement) together with any other provision of this Agreement which, by its nature, is intended to survive termination, shall survive such termination or expiration and continue in full force and effect. This survival clause ensures the continuation of rights and obligations which by their nature should extend beyond the termination or expiration of this Agreement, including but not limited to obligations and rights related to intellectual property, indemnification, liability, and governing law.
Disclaimer of Warranties. THE APPLICATION IS PROVIDED YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE COMPANYS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability. IN NO EVENT WILL COMPANY BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL COMPANY’s AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE EXCEED THE TOTAL AMOUNTS PAID TO COMPANY UNDER THIS AGREEMENT IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR FIFTY DOLLARS ($50.00) WHICHEVER IS LESS. THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION 15 DO NOT APPLY TO YOUR INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 14.
No Guaranteed Up Time. Notwithstanding any provision in this Agreement to the contrary, Company does not warrant that the Application will be available on an uninterrupted, timely, secure, or error-free basis. You acknowledge and agree that the Application may be unavailable during periods of maintenance, Updates, technical difficulties, or for reasons beyond the control of Company. Company expressly disclaims any and all liability for any lack of availability of the Application, and no representations or warranties, express or implied, concerning the Application’s uptime are provided under this Agreement.
Indemnification. You shall indemnify, hold harmless, and, at Company’s option, defend Company and its officers, directors, managers, members, employees, agents, affiliates, successors, and assigns from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising from or relating to any third-party claim, suit, action, or proceeding (a) that the Customer Data, or any use of the Customer Data in accordance with this Agreement, infringes or misappropriates such third party’s intellectual property rights; (b) based on your negligence or willful misconduct or use of the Application in a manner not authorized by this Agreement; (c) arising out of or related to any business or transactions conducted via the Application; and (d) your failure to abide by applicable law; provided, that you may not settle any third party claim against Company unless Company consents to such settlement, and further provided that Company will have the right, at its option, to defend itself against any such third-party claim or to participate in the defense thereof by counsel of its own choice.
Export Regulation. The Application may be subject to US export control laws, including the Export Control Reform Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Application available outside the US.
ARBITRATION. PLEASE READ THIS SECTION 20 (for purposes of this Section only, the “Arbitration Agreement”) CAREFULLY. IT IS PART OF YOUR CONTRACT WITH COMPANY AND LIMITS THE WAYS YOU CAN SEEK RELIEF FROM US. THIS ARBITRATION AGREEMENT DOES NOT APPLY TO THOSE WHO ARE SUBJECT TO THE LAWS OF JURISDICTIONS WHERE SUCH AGREEMENTS ARE PROHIBITED BY LAW.

Except as set forth in Section 20(e), any dispute arising out of this Agreement, the Privacy Policy, or the Application will be resolved exclusively on an individual basis by binding and confidential arbitration conducted in the English language, in Phoenix, Arizona, before a single commercial arbitrator from JAMS, Inc. applying the then-current version of the Streamlined Arbitration Rules.
1. Notice of Dispute. To start the dispute resolution process, you must send a letter via overnight courier or registered mail to Company at 7975 Hayden Road Suite A210 Scottsdale, AZ 85258, requesting arbitration and describing your claim. Arbitration will be subject to the Federal Arbitration Act and not any state arbitration law. You and Company will attempt to resolve any dispute informally prior to initiating arbitration. If the issue has not been resolved within thirty (30) days of receipt of the notice, either party may commence the arbitration process.
2. Authority of Arbitrator. The arbitrator will have exclusive authority to resolve any dispute related to this Agreement, including their formation and any claim that some or all of it is void or unenforceable. The arbitrator will decide the rights and liabilities, if any, of you and Company. The arbitration proceeding will not be consolidated with any other matters or joined with any other proceedings or parties. The arbitrator may (i) grant motions dispositive of all or part of any claim or dispute, (ii) award monetary damages and grant any non-monetary remedy or relief available to an individual party under applicable law, the arbitral forum’s rules, and this Agreement (including the Arbitration Agreement). The arbitrator will issue a written award and statement describing the essential findings and conclusions on which any award (or decision not to render an award) is based, including the calculation of any damages awarded. The arbitrator will follow the applicable law. The award of the arbitrator is final and binding upon the parties. Each party hereto will bear its own costs of arbitration.
3. Waiver of Jury Trial. YOU ARE GIVING UP YOUR CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT (OTHER THAN AS NOTED IN SECTION 20(f)) AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. Your rights will be determined by a neutral arbiter and not a judge or jury. Arbitration procedures are simpler and more limited than rules applicable in court. Arbitrator decisions are as enforceable as any court order, and subject to very limited judicial review.
4. Waiver of Class Action. ANY CLAIMS WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE BROUGHT IN THE RESPECTIVE PARTY’S INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND THE ARBITRATOR MAY NOT (i) CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, (ii) OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, OR (iii) AWARD CLASS-WIDE RELIEF. If a court determines that applicable law precludes enforcement of any of this Section 20(d)’s limitations as to a given claim for relief, then the applicable claim, and only that claim, must be severed from the arbitration and brought into the state or federal courts located in Phoenix, Arizona. All other claims will be arbitrated.
5. Opt Out. You may opt out of the provisions of this Arbitration Agreement requiring and governing arbitration by sending written notice to [email protected] or via mail to Company at 7975 Hayden Road Suite A210 Scottsdale, AZ 85258, within thirty (30) days after accepting this Agreement. Your notice must include your legal name, address, the email address Company has on file for you, and an unequivocal statement that you are opting out of this Arbitration Agreement. Opting out will not affect any other provisions of this Agreement.
6. Exceptions. Notwithstanding the foregoing, (i) either party may bring an individual action in small claims court, and (ii) claims of (A) defamation, (B) violation of the Computer Fraud and Abuse Act, or (C) infringement or misappropriation of the other party’s intellectual property rights may be exclusively brought in the state or federal courts located in Maricopa County, Phoenix. The parties hereto consent to the exclusive personal jurisdiction of such courts for such purposes. A request for equitable relief will not waive the right to arbitrate.
Severability. If any provision of this Agreement, including Section 20 (Arbitration), is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect; provided, however, that if any fundamental term or provision of this Agreement is invalid, illegal, or unenforceable, the remainder of this Agreement shall be unenforceable.
Governing Law. This Agreement is exclusively governed by and construed in accordance with the internal laws of the state of Arizona without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this Agreement or the Application shall be instituted exclusively in the federal courts of the United States or the courts of the state of Arizona in each case located in Phoenix and Maricopa. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Entire Agreement. This Agreement and our Privacy Policy and Terms of Use constitute the entire agreement between you and Company with respect to the Application and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Application.
Modifications. You acknowledge and agree that we have the right, in our sole discretion, to modify this Agreement from time-to-time, and that modified terms become effective on posting. You will be notified of modifications through push notification or via email. You are responsible for reviewing and becoming familiar with any such modifications. Your continued use of the Application after the effective date of the modifications will be deemed acceptance of the modified terms. Company will provide at least sixty (60) days’ advance notice of changes to any service level that Company reasonably anticipates may result in a material reduction in quality or services.
Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.