EFFECTIVE: SEPTEMBER 27, 2024
1. ACCEPTANCE OF TERMS
These Terms of Service (“TOS”) govern your use of the Savvy Tech, Inc. (“SellSavvy” or “Company”) services, including the SellSavvy website and related mobile applications (collectively, the “Service”). SellSavvy may, in its sole discretion, update the TOS at any time. You can access and review the most current version of the TOS at the URL for this page or by clicking on the “Terms of Service” link within the Service or as otherwise made available by SellSavvy. The terms “we,” “our,” “us” and any derivations thereof herein refer to SellSavvy. Your usage of the Services will mean you accept this TOS and any changes, and you agree to comply with all applicable laws and regulations.
PLEASE REVIEW THE TOS CAREFULLY. BY REGISTERING FOR AN ACCOUNT OR OTHERWISE ACCESSING OR USING THE SERVICE, WHETHER ON A FREE OR PAID SUBSCRIPTION BASIS, YOU ARE AGREEING TO BE BOUND BY THE TOS, INCLUDING ANY UPDATES OR REVISIONS POSTED HERE OR OTHERWISE COMMUNICATED TO YOU. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THE TOS, YOU MAY NOT ACCESS OR USE THE SERVICE.
THE TOS REQUIRES FINAL AND BINDING ARBITRATION TO RESOLVE ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN ANY WAY TO THE TOS OR YOUR ACCESS TO OR USE OF THE SERVICE, INCLUDING THE VALIDITY, APPLICABILITY OR INTERPRETATION OF THE TOS (EACH, A “CLAIM”), AND YOU AGREE THAT ANY SUCH CLAIM WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION, ARBITRATION OR OTHER SIMILAR PROCESS.
PLEASE REVIEW SECTION [19] CAREFULLY TO UNDERSTAND YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO THE RESOLUTION OF ANY CLAIM.
2. ELIGIBILITY
You must be 18 years of age or older to visit or use the Service in any manner. By using the Service and accepting the Terms and/or registering an Account, you represent and warrant to us that you are 18 years of age or older, and that you have the right, authority, and capacity to agree to and abide by these Terms. You also represent and warrant to us that you will use the Service in a manner consistent with any and all applicable laws and regulations.
3. PRIVACY
Your privacy rights are set forth in our Privacy Policy, which forms a part of these Terms and governs your access to and use of the Service. Please review the Privacy Policy to learn about:
What information we may collect about you;
What we use that information for; and
When and with whom we share that information.
CONSENT TO EMAIL: When you register for the Service, you agree and consent to receiving email messages from us. These emails may be transactional or relationship communications relating to the Service, such as administrative notices and service announcements or changes, or emails containing commercial offers, promotions or special offers from us or third party partners.
4.Grant of Rights
(a) SellSavvy grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and view pages within the Service for as long as you have an Account.
(b) To the extent that the Service provides access to our online software, applications or other similar components, SellSavvy grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use such components only in the form within the online or app-based platform(s) provided by SellSavvy.
(c) SellSavvy makes available mobile apps for access to and use of certain components of the Service (collectively, “Mobile Apps”). For the avoidance of doubt, Your access to and use of Mobile Apps is subject to this TOS.
(e) All rights granted to you under this TOS, and all Account access and other services made available to you through the Service, are subject to your compliance with the TOS in all material respects. Your access to and use of the Service must further comply in all material respects with any usage guidelines provided by SellSavvy from time to time.
5. Account Registration
(a) In order to access the Service, You will need to create and account and register for the Service by providing the information requested during our sign-up process. In registering for the Service, you agree to: (i) provide true, accurate, current and complete information about yourself as prompted by the Service’s registration form (the “Registration Data”); and (ii) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or SellSavvy reasonably suspects that you have done so, SellSavvy may suspend or terminate your account.
(b)You may not share your account or password with anyone other than your own authorized users. You are fully responsible for all activities that occur under your account. We do not assume any responsibility or liability with respect to the unauthorized use of your account. You agree to notify SellSavvy immediately of any unauthorized use of your account or password or any other similar breach of security.
(c)If your account remains inactive for twelve months or longer, SellSavvy reserves the right to suspend or terminate your account, with or without notice to you, and delete your Content (as defined in Section [7](a)), all without any liability to you whatsoever.
6. Services and Payments.
(a) General.
(i) SellSavvy provides communication tools that facilitate communications between users and, among others: their Co-workers / team members, Customers & Potential Customers and Friends of Customers.
(ii) SellSavvy can be accessed on a free basis with limited functionalityfuncationality, or on a paid subscription basis (“Subscription”).
(ii) You may not purchase Subscriptions or use your free account for further distribution or resale or for any other commercial or business purpose. Subscriptions and all rights and privileges conferred under the TOS are non-transferable.
(b) Fees.
(i) Subscription. Unless you have signed up for a free version of the Service, SellSavvy is a paid, auto-renewing subscription service. You will be charged based on the subscription period You select when You complete of your Registration and submit payment information to Us.
(ii). Auto-Renewal. By signing up for the Service, You are agreeing that your subscription will automatically renew on a recurring basis until you cancel. We will process payment for any renewal subscriptions using the same billing cycle as your current subscription. Subscription fees may change at any time with advance written notice to you. Your Subscription, and monthly billing of your account, will continue indefinitely until canceledcancelled by you.
(iii) How to Cancel. You can cancel your Subscription at any time by emailing support@sellsavvy.com.
(iv) Free Trials. From time to time we may offer free trials to Users. If you accepted an offer with a Free Trial, your SellSavvy subscription begins when you have completed the Free Trial sign-up process (i.e., when we collect your personal and payment information). At the end of your Free Trial, you will begin to be billed automatically each month (about every 30 days) until you cancel. Once we begin to bill you, cancellations take effect starting at the end of your current billing period, meaning there are no partial month refunds or credits. If you cancel your Free Trial subscription at any time during the free trial period, you will not be charged.
(v) Service Upgrades and Downgrades. You may upgrade your Service at any time with immediate effect once your payment is accepted for the new payment amount. You may also downgrade your Service at any time, but please note that any downgrade of Service will take effect as of the next billing period – we do not offer partial refunds for downgrades or cancellations. Note: if You upgrade your Service, You are agreeing to monthly automatic (recurring) billing at the new upgraded Service reate, and agree to pay the charges made to your account in connection therewith, as disclosed at the time You accept the Upgrade Service. Your Upgraded subscription, just like Your standard Subscription, will continue indefinitely until canceledcancelled by You
(vi) Pricing and Special Offers. The pricing of our Services may vary periodically. We cannot guarantee that the price of your Subscription is the lowest available, or historically lowest or best, price. You will be charged in accordance with the billing terms you agreed to at the time you signed up. At certain times, we may offer special promotional offers ("Special Offers") that are billed at a discounted rate. These offers may have a different pricing, a Free Trial period, or no Free Trial period. These terms will always be disclosed on the payment screen at the time of sign up, prior to our acceptance of Your payment. In all instances, you will continue to be automatically billed monthly after your Free Trial ends (or immediately if there is no Free Trial).
(vii). Add-On Services. We refer to any additional, paid subscription Service we offer beyond a standard Subscription as an “Add-On Service.” Any Service we may offer to you which provides access to special or additional Content or services beyond your standard Subscription, is an Add-On Service. Each Add-On Service is a separate subscription service and is subject to an additional monthly fee that automatically renews just like your regular Subscription. Before agreeing to an Add-On Service, you will be prompted with i) the type of Service being offered and ii) the monthly, recurring cost for such Add-On Service. Note: if You purchase an Add-On Service, You are agreeing to an additional monthly automatic (recurring) billing subscription, and agree to pay the charges made to your account in connection therewith, as disclosed at the time You accept the Add-On Service. Your Add-On Service subscription, just like Your standard Subscription Subscription, will continue indefinitely until canceledcancelled by You. Add-On Services are billed on the same day as Your regular Subscription, in one combined payment. You can cancel your Add On Service at any time in advance of the next pay period, but canceling your regular Subscription will automatically cancel your Add-On Service.
(viii). Quarterly and Annual Subscriptions. We may offer Subscriptions for different subscription periods, e.g. 3 months, 6 months or 12 months). These Subscriptions are charged in full upon purchase, and automatically renew for the same duration as the initial Subscription term you selected (for example, if you initially purchased a 3 month Subscription, your Subscription will automatically renew for three months; 6 month subscriptions will automatically renew for six months, and so on). The amount due for the next renewal term will be due and payable in full and charged as of the first day of such renewal term. You can always cancel before your next renewal term by emailing support@sellsavvy.com.
(ix). Authorization for Automatic Recurring Charges. When you sign up for our Service and provide a payment method to SellSavvy or a third party Application, you are granting your express consent and are expressly authorizing us (and our designated payment processor) to automatically charge you each month for the Service. If you provide a payment method and our charge results in an overdraft, chargeback or other fee from your bank, you alone are responsible for that fee. EVEN IF YOU DO NOT USE THE SUBSCRIPTION OR ACCESS THE SELLSAVVY APPLICATION, YOU WILL BE RESPONSIBLE FOR ANY SUBSCRIPTION FEES UNTIL YOU CANCEL YOUR SUBSCRIPTION IN ACCORDANCE WITH SECTION 9 BELOW OR IT IS OTHERWISE TERMINATED.
(x) SellSavvy may increase its fees for any subscription effective the first day of a billing renewal by giving you notice of the new fees at least thirty (30) days before you are billed. If you have and do not cancel your subscription, you will be deemed to have accepted the new fees.
(xi) Any and all amounts payable by you are exclusive of any sales, use, value-added, excise or other similar taxes (collectively, “Taxes”). You are solely responsible for paying all applicable Taxes. If SellSavvy has the legal obligation to collect any Taxes, you shall reimburse SellSavvy upon invoice.
(xii) SellSavvy may use third-party payment processing services to process payments and bill fees to your account. Your authorization of our use of such third-party payment processing services on your behalf is subject to the applicable terms and conditions of use established by such service.
(xiii) SellSavvy and its third-party payment services providers may receive updated payment method information from your credit card or other payment method issuer at the election of your credit card and payment method issuer. Neither SellSavvy nor its third-party payment services providers are responsible for such release of your credit card or payment method information. Your credit card or payment method issuer may give you the right to opt out of the update service. It is your responsibility to contact your credit card or payment method issuer with regard to your right to opt out of the update service.
(xiv) Failure to Pay Subscription. If you do not pay your Subscription fees when due, or if your payment method cannot be charged for any reason, [you will have a 10-day grace period to pay all outstanding amounts]. If you do not pay all outstanding amounts within such grace period, SellSavvy may cancel your Account and delete all of your Content.
6.RESPONSIBILITY FOR CONTENT
(a)You acknowledge and agree that all communications, textual and other information, data, data records, databases, text, software, music, sounds, photographs, images, graphics, videos, messages, scripts, tags and other materials made available by you through the Service, whether publicly posted or privately transmitted (“Content”), are Your sole responsibility and that of the person from whom such Content originated. This means that you, and not SellSavvy, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available through the Service (“Your Content”), and other users of the Service, and not SellSavvy, are similarly responsible for all Content they upload, post, email, transmit or otherwise make available through the Service (“User Content”).
(b)You acknowledge and agree that SellSavvy has no obligation to pre-screen Content (including Your Content and User Content), although SellSavvy reserves the right in its sole discretion to pre-screen, refuse or remove any Content. Without limiting the generality of the foregoing sentence, SellSavvy shall have the right to remove any Content that violates the TOS or that it deems objectionable.
(c)To the extent that you submit any Content, you represent and warrant that: (i) you have all necessary right and authority to grant the rights set forth in the TOS with respect to Your Content; and (ii) Your Content does not violate any duty of confidentiality owed to another party, or the copyright, trademark, right of privacy, right of publicity or any other right of any other party.
(d) Specific Terms Applicable to Text and Email Communications:
(i) Your use of the Service to send Text and Email communications is subject at all times to Your obtaining consent for such communications fromform your customers or other recipients of such messages. If you do not obtain consent from a specific user, you cannot and agree not to message such user.
(ii) SellSavvy will pay the fees associated with registering your number with our third-party text (SMS) provider and will pay the monthly 10DLC and other relevant campaign fees on your behalf as set forth in your Subscription terms, provided you agree that SellSavvy is making such payments with your authorization and on your behalf and that you are ultimately responsible for all charges in connection therewith. [Paul: how does it work when they cancel their subscription?]
(iii) You are solely responsible for any violation of any and all rules applicable to texting, SMS and other communications. We will not be liable in any manner whatsoever for any misuse of our Services or the third-party provider’s texting/SMS platform, and any fees incurred from misuse will be Your sole responsibility.
(iv) We do not guarantee the deliverability of any text/SMS message or other communication.
(v) You hereby authorize Us to share any and all Account or Registration Data required by our text/SMS service providers necessary to conform with their contractual or other regulatory requirements
7. RIGHTS TO CONTENT
(a) SellSavvy does not claim ownership of Your Content. However, you hereby grant SellSavvy and its service providers a perpetual, irrevocable, worldwide, royalty-free, fully-paid-up, non-exclusive, sublicensable, transferable license to use, reproduce, modify, adapt, create derivative works from, publicly perform, publicly display, distribute, make and have made Your Content (in any form and any medium, whether now known or later developed) as necessary to provide the Service or as otherwise permitted by law. You acknowledge and agree that the technical processing and transmission of data associated with the Service, including Your Content, may require: (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connecting networks or devices.
(b) Except with respect to Your Content, you acknowledge and agree that, as between you and SellSavvy, SellSavvy owns all rights, title and interest (including all intellectual property rights) in the Service and all content and other materials within the Service. The Service is protected by U.S. and international copyright and other intellectual property laws and treaties. SellSavvy reserves all rights not expressly granted to you.
(c) Except with respect to Your Content, you may not: (i) use, reproduce, modify, adapt, create derivative works from, publicly perform, publicly display, distribute, make, have made, assign, pledge, transfer or otherwise grant rights to the Service, except as expressly permitted under the TOS; (ii) reverse engineer, disassemble, decompile or translate, or otherwise attempt to derive the source code, architectural framework or data records of any software within or associated with the Service; (iii) frame or utilize any framing technique to enclose any Content; (iv) access the Service for the purpose of developing, marketing, selling or distributing any product or service that competes with or includes features substantially similar to the Service or any products or services offered by SellSavvy; (v) rent, lease, lend, sell or sublicense the Service or otherwise provide access to the Service as part of a service bureau or similar fee-for-service purpose; or (vi) remove or obscure any proprietary notice that appears within the Service.
8. User Conduct
In connection with your access to or use of the Service, you shall not:
(a) upload, post, email, transmit or otherwise make available any Content that: (i) is illegal, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful or otherwise objectionable; (ii) may not be made available under any law or under contractual or fiduciary relationships (such as confidential or proprietary information); (iii) infringes any patent, trademark, trade secret, copyright or other proprietary right of any party; (iv) consists of unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, commercial electronic messages or any other form of solicitation; (v) contains software viruses or any other code, files or programs designed to interrupt, destroy or limit the functionality of any software or hardware; (vi) consists of information that you know or have reason to know is false or inaccurate; (vii) contains information that violates the privacy rights of another person or entity; or (viii) contains any health or health-related information in violation of federal, state and local law;
(b) impersonate any person or entity, including SellSavvy personnel, or falsely state or otherwise misrepresent your affiliation with any person or entity;
(c) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;
(d) act in a manner that negatively affects the ability of other users to access or use the Service;
(e) take any action that imposes an unreasonable or disproportionately heavy load on the Service or its infrastructure;
(f) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
(g) use spiders, crawlers, robots, scrapers, automated tools or any other similar means to access the Service; substantially download, reproduce or archive any portion of the Service;
(h) sell, share, transfer, trade, loan or exploit for any commercial purpose any portion of the Service, including your user Account and password; or
(i) violate any applicable local, state, provincial, federal or international law or regulation, including but not limited to the Telephone Consumer Protection Act (“TCPA”) or CAN-SPAM Act. It is your sole responsibility to ensure that you understand any restrictions applicable to you in your interactions and communications with other users and customers and, if necessary, to consult with your own legal advisers to understand the penalties and liability associated with your non-compliance or violations under TCPA or CAN-SPAM.
9.Suggestions
If you elect to provide or make available to SellSavvy any suggestions, comments, ideas, improvements or other feedback relating to the Service (“Suggestions”), you hereby grant SellSavvy and its service providers a perpetual, irrevocable, worldwide, royalty-free, fully-paid-up, non-exclusive, sublicensable, transferable license to use, reproduce, modify, adapt, create derivative works from, publicly perform, publicly display, distribute, make and have made your Suggestions (in any form and any medium, whether now known or later developed), without credit or compensation to you.
10.Dealings with Advertisers and Other Third Parties
Your dealings with advertisers and other third parties who market, sell, buy or offer to sell or buy any goods or services on or through the Service, including payment for and delivery of goods or services and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the advertiser or other third party. You agree that SellSavvy shall not be liable for any damage or loss of any kind incurred as a result of any such dealings.
11. Links and External Materials
The Service or users of the Service may provide links or other connections to other websites or resources. You acknowledge and agree that SellSavvy does not endorse and is not responsible for any content, advertising, products, services or other materials on or available through such sites or resources (“External Materials”). External Materials are subject to different terms of use and privacy policies. You are responsible for reviewing and complying with such terms of use and privacy policies. You further acknowledge and agree that SellSavvy shall not be liable for any damage or loss resulting from or arising out of use of or reliance on any External Materials.
12. Modifications to the Service
Subject to Section 5(b)(i), SellSavvy reserves the right at any time to modify or discontinue the Service (or any portion thereof) with or without notice, and SellSavvy shall not be liable to you or any third party for any such modification or discontinuance.
13.INDEMNIFICATION
You shall indemnify, defend and hold SellSavvy and its owners, employees, shareholders, affiliates, advisers and agents, and each of their respective officers, directors, employees, agents, partners and representatives (collectively, “SellSavvy Parties”) harmless from and against any claim, demand, loss, damage, cost, liability and expense, including reasonable attorneys’ fees, resulting from or arising out of: (a) Your Content; (b) your violation of the TOS, any law or regulation, or any rights (including intellectual property rights) of another party; and (c) your use of the Service.
14.DISCLAIMER OF WARRANTIES
(a)YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SELLSAVVY PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED OR ARISING FROM STATUTE, COURSE OF DEALING, USAGE OF TRADE OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
(b)SELLSAVVY PARTIES MAKE NO WARRANTY OR REPRESENTATION THAT: (i) THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) ACCESS TO THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (iii) THE INFORMATION AND ANY RESULTS THAT MAY BE OBTAINED FROM ACCESS TO OR USE OF THE SERVICE WILL BE ACCURATE, RELIABLE, CURRENT OR COMPLETE.
(c) CONTENT MADE AVAILABLE BY SELLSAVVY THROUGH THE SERVICE IS MADE AVAILABLE FOR INFORMATIONAL PURPOSES ONLY. YOU ARE SOLELY RESPONSIBLE FOR CONFIRMING THE ACCURACY OF ALL INFORMATION BEFORE TAKING OR OMITTING ANY ACTION.
15.LIMITATION OF LIABILITY
(a) THE SELLSAVVY PARTIES SHALL NOT BE LIABLE FOR ANY LOST PROFITS OR COST OF COVER, OR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES ARISING FROM ANY TYPE OR MANNER OF COMMERCIAL, BUSINESS OR FINANCIAL LOSS, EVEN IF SELLSAVVY PARTIES HAD ACTUAL OR CONSTRUCTIVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE. IN NO EVENT SHALL SELLSAVVY PARTIES’ TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THE TOS OR YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE SERVICE EXCEED THE AMOUNT PAID BY YOU TO SELLSAVVY FOR ACCESS TO THE SERVICE WITHIN THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE APPLICABLE CLAIM AROSE.
(b)CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
16. Suspension and Termination
(a) If you violate the TOS, SellSavvy may, with or without notice to you, immediately suspend your access to the Service, and such suspension shall remain in effect until you have remedied all violations. You will not be entitled to any refund with respect to any period of suspension.
(b) If you violate the TOS, all rights granted to you under the TOS will terminate immediately, with or without notice to you..
(c) Upon termination of the TOS or any Subscription for any reason: (i) SellSavvy, in its sole discretion, may remove and discard Your Content; and (ii) any provision that, by its terms, is intended to survive the expiration or termination of this TOS or any Subscription shall survive such expiration or termination.
17.Governing Law
The TOS shall be governed by and construed and enforced in accordance with the United States Federal Arbitration Act, other applicable federal laws and the laws of the State of Delaware, without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to the TOS.
18. BINDING ARBITRATION AND CLASS ACTION WAIVER
(a) ALL CLAIMS (AS DEFINED IN SECTION 1) SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION IN WILMINGTON DELAWARE, UNLESS REQUIRED BY LAW, THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED.
(b) The arbitration shall be conducted by the American Arbitration Association (AAA) under its then-applicable Commercial Arbitration Rules or, as appropriate, its Consumer Arbitration Rules. The AAA’s rules are available at http://www.adr.org/. Payment of all filing, administration and arbitrator fees shall be governed by the AAA’s rules. The arbitration shall be conducted in the English language by a single independent and neutral arbitrator. For any hearing conducted in person as part of the arbitration, you agree that such hearing shall be conducted in Wilmington, Delaware or, if the Consumer Arbitration Rules apply, another location reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances, as determined by the arbitrator. The decision of the arbitrator shall be final and binding. Judgment on the arbitral award may be entered in any court of competent jurisdiction.
(c) WE EACH AGREE THAT ALL CLAIMS SHALL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION, ARBITRATION OR OTHER SIMILAR PROCESS. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT SUCH CLAIM SHALL BE BROUGHT ONLY IN A COURT OF COMPETENT JURISDICTION IN WILMINGTON DELAWARE. YOU HEREBY SUBMIT TO THE PERSONAL JURISDICTION AND VENUE OF SUCH COURTS AND WAIVE ANY OBJECTION ON THE GROUNDS OF VENUE, FORUM NON-CONVENIENS OR ANY SIMILAR GROUNDS WITH RESPECT TO ANY SUCH CLAIM.
(d)Notwithstanding anything to the contrary, you and SellSavvy may seek injunctive relief and any other equitable remedies from any court of competent jurisdiction to protect its intellectual property rights, whether in aid of, pending or independently of the resolution of any dispute pursuant to the arbitration procedures set forth in this [Section 18].
(e)If SellSavvy implements any material change to this Section 18, such change shall not apply to any claim for which you provided written notice to SellSavvy before the implementation of the change.
19.Legal Compliance
You represent and warrant that you are not: (a) located in a country that is subject to a U.S. Government embargo, or designated by the U.S. Government as a “terrorist supporting” country; and (b) listed on any U.S. Government list of prohibited or restricted parties, including the Specially Designated Nationals List.
21. NO THIRD-PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in the TOS, there shall be no third-party beneficiaries to the TOS.
22.Procedure for Making Claims of Copyright Infringement
If you believe that your work has been made available through the Service in a way that constitutes copyright infringement, please provide SellSavvy’s Agent for Notice of Copyright Claims the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) a description of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (c) a description of the material that you claim is infringing and where that material may be accessed within the Service; (d) your address, telephone number and email address; (e) a statement by you that you have a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) a statement from you 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. SellSavvy’s Agent for Notice of Copyright Claims can be reached as follows:
Agent for Notice of Copyright Claims
Ryan Barnard
Email: info@sellsavvy.com
23. California Users & Residents
In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting such unit in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
24.GENERAL PROVISIONS
The TOS constitutes the entire agreement between you and SellSavvy concerning your access to and use of the Service. It supersedes all prior and contemporaneous oral or written negotiations and agreements between you and SellSavvy with respect to such subject matter. In the event of any conflict between or among the TOS and any end user license agreement, privacy policy or usage guidelines to which the TOS refers, the terms and conditions of the TOS shall take precedence and govern. The TOS may not be amended by you except in a writing executed by you and an authorized representative of SellSavvy. For the purposes of the TOS, the words “such as,” “include,” “includes” and “including” shall be deemed to be followed by the words “without limitation.” You may not assign or delegate any right or obligation under the TOS without the prior written consent of SellSavvy. The failure of SellSavvy to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of this TOS is held to be invalid or unenforceable under applicable law, then such provision shall be construed, limited, modified or, if necessary, severed to the extent necessary to eliminate its invalidity or unenforceability, without in any way affecting the remaining parts of the TOS. Any prevention of or delay in performance by SellSavvy hereunder due to labor disputes, acts of god, governmental restrictions, enemy or hostile governmental action, fire or other casualty or other causes beyond its reasonable control shall excuse the performance of its obligations for a period equal to the duration of any such prevention or delay.