Betadac Media, LLC, doing business as StriveScan, (“StriveScan”, “we”, “us” and/or “our”) provides an online mobile and web-based lead gathering, scanning, and student data capture service for prospective college applicants to be used by colleges and students as part of the pre-college application process. StriveScan’s services are accessible at www.strivescan.com (the “Main Site”) and www.strivefair.com (the “Registration Site”), the StriveScan mobile applications (the “StriveScan App”), and various online tools, content, and software associated with our service (collectively, the “Service”). The term “you” or “your” where appropriate, may refer to either Colleges or Students. If you are accessing the Service on behalf of a company, corporation or other entity, then “you,” “your,” “College,” “Administrator,” “User” and “Student,” refer to that entity.
- Residency and Age. This Service is intended to be accessed and used by individuals from within the United States of America only, and StriveScan disclaims any representations and/or warranties it makes in this Agreement which may apply to individuals who access the Service from other countries. By accessing and using the Service, you represent, warrant, and affirm that you are at least 18 years of age, an emancipated minor, or have acquired a parent or guardian’s consent. You hereby affirm that you are, at a minimum and without exception, 13 years old. The Service is not intended to be accessed or utilized by children less than 13 years of age. If your use of the Service is illegal or otherwise prohibited in the jurisdiction where you are located, you are prohibited from accessing and utilizing the Service. If you are accessing the Service on behalf of a corporation or other entity, you represent and warrant that you are authorized to do so.
- Overview of the Service. As mentioned, the Service provides an online mobile and web-based lead gathering, scanning, and student data capture service for prospective college applicants to be used by colleges and students at local, regional, and national college fairs (each, an “Event”). Each Student completes a student registration form and receives a barcode. Students will then be able to visit with each College and their Users at the Event, and if the Student is interested in or wants to learn more about a particular college, the User, using the StriveScan App, can scan the barcode. All of the information input into the Student Registration Form will then be available to the College via the Service.
- Student Information and Registration. As a Student, when you first arrive at an Event, you will be instructed to complete a registration form (the “Student Registration Form”) for the Service via a website. The registration form contains various questions regarding your background information, academic performance, and interests (collectively, “Student Information”). Upon submission of the Student Registration Form, each Student will receive a unique barcode. This barcode will be used by the organizers and hosts of the Event, Colleges and their Users (as defined below) to collect the Student Information. You understand that once you provide your Student Information to a particular Event organizer/host or College, they are solely responsible for how they use or exploits that Student Information. Though StriveScan encourages Event organizers and Colleges to use responsible practices when gathering Student Information, StriveScan is not responsible nor may be held liable for any actions or omissions of such Event organizers or Colleges.
- College Registration.
- Account Sign Up. Students may browse the Service and submit their Student Information at applicable Events without registering. Although Colleges may also browse the Service without registering, Colleges, through a designated administrator (“Administrator”) authorized to bind College to this Agreement, will need to first register their institution with the Service in order to use the Service at Events, purchase Event Tokens, capture Student Information, and create and manage your Service account (your “Account”). Administrator may register the College for the Service by following the instructions, including selecting a username and password (your “Login Credentials”), on the Account sign up page located on the Main Site.
- Authorized Users. Upon registering, Administrator may grant access to the Service to multiple College employees, representatives, consultants, contractors, or agents of the College (each, a “User”) by providing each User with the proper Login Credentials for the College’s Service Account. Each User may access the Service either through the Main Site or through the StriveScan App. Upon downloading the StriveScan App, Users must input their Login Credentials. Once signed into the Service, Users may take advantage of all of the service offerings and features available on the Service.
- Protecting Login Credentials. Each College and its authorized Users are solely and fully responsible for maintaining the confidentiality of the Login Credentials, and you are solely and fully responsible for all activities occurring under your username and password. You understand and agree that, except with respect to Administrator’s right to invite designated Users to access the Service, the Login Credentials are non-transferable and non-assignable. To that end, you, as a User, agree to: 1) immediately notify StriveScan of any unauthorized use of your username and password or any other breach of security; and 2) ensure that you log off from your account at the end of each session. StriveScan shall not be liable for any loss, damage or other liability arising from your failure to comply with this section or from any unauthorized access to or use of your account.
- College Responsibilities. Notwithstanding the foregoing, each College is solely responsible for all activity occurring under its User accounts and shall abide by all applicable local, state, national, and foreign, laws, treaties and regulations in connection with College’s use of the Service, including those related to data privacy, international communications, and the transmission of technical or personal data. Each College, via the Administrator or other appointed personnel, shall: (i) notify StriveScan immediately of any unauthorized use of any password or account or any other known or suspected breach of security; and (ii) not impersonate another StriveScan user or provide false identity information to gain access to or use the Service.
- StriveScan App.
- Download the App. In order to use the Service via the StriveScan App, each User must download the StriveScan App. Upon downloading the StriveScan App, Users must input the Login Credentials provided to them by the College. Users who have downloaded the StriveScan App and signed into the Service utilize many of the Service features available through the Site. In addition, Users may scan each Student’s barcode for purposes of gathering Student Information at Events.
- Use. Your use of the StriveScan App will be governed by the terms of the StriveScan App End User Licensing Agreement (“EULA”), available [here]. In the event of a conflict between these terms and the EULA, the EULA shall control to the extent of such conflict.
- Standard Messaging and Data Rates Apply. In order to use the Service as a Student, College, or User, you must have a cell phone and/or tablet. Your use of the Service is subject to all standard messaging and data rates assessed by your mobile access provider. When registering, Students give permission for StriveScan and its agents and vendors to contact you via email, text message, or automatic or automated dialing technology at the telephone number or email address shown. Such contact includes informational and service emails and texts (such as an barcode delivery, reminders, and fair information).
- Photography and Recording. Students, Users, and Colleges consent to be photographed, digitally recorded, video taped, audio taped, and/or interviewed and consent to the use of their photograph, likeness, or voice, by StriveScan, the organizers of the Events, and their agents. These photos and recordings may be shared with third parties or altered in any manner. You agree that these photographs and recordings are the sole property of StriveScan, free and clear of any claims by you or anyone acting on your behalf.
- Using the Service at Events.
- Fair Credits. In order to use the StriveScan App and Service at Events, Colleges, must purchase through the Main Site or the StriveScan App’s in-app purchase mechanism Event credits (each, a “Credit”). The fees for Credit are set forth on the Main Site, and such fees may vary from time to time. Each Credit (or group of Credits) may be redeemed for access to the Service at a particular Event. Credits are not refundable or non-transferable. Some Events may not require Credits because use of the Service has been paid for by the Event organizer.
- Payment Processor. StriveScan uses the third party payment processor, Stripe (the “Payment Processor”), to process all payments for the Service made through the Main Site. Your use of that service is governed by Stripe’s terms of service, available here. StriveScan is not responsible for the performance of the Payment Processor’s processing of your payment, the security of their site, or their use of any payment information provided by you.
- In-App Purchases. Purchases made through the App Store are processed by Apple, Inc. or Google/ Apple, Inc. may collect a processing fee that is in addition to the fees for Token. Your use of the in-app purchase feature is governed by Apple’s terms of service available here and/or Google’s terms of service, available here. StriveScan is not responsible for the performance of the Apple’s processing of your payment, the security of their site, or their use of any payment information provided by you.
- Price Changes. We reserve the right to adjust pricing for Credits, our Service or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion.
- Refunds. You acknowledge and agree that all payments, once made, are non-refundable. No refunds will be given for Credits that are purchased but not redeemed prior to their stated expiration date. Notwithstanding the foregoing, at any time, and for any reason, we may provide a refund, discount, or other consideration to some or all of our users (“refunds”). The amount and form of such refunds, and the decision to provide them, are at our sole and absolute discretion. The provision of refunds in one instance does not entitle you to credits in the future for similar instances, nor does it obligate us to provide credits in the future, under any circumstance.
- Taxes. You will be liable for any taxes (including VAT, if applicable) required to be paid for the services provided under this Agreement (other than taxes on StriveScan’s income).
- StriveScan License. Subject to this Agreement, StriveScan policies, and to the extent permitted under all applicable laws and regulations, StriveScan grants you a limited, non-exclusive, non-transferable, non-sublicenseable and revocable license to access and use the Service for your own internal non-commercial purposes to share, manage and gather information regarding prospective college applicants.
- Acceptable Use Policy.
- Your Responsibilities. By registering for, accessing and using the Service, you understand and agree that you are responsible for the following:
- Your compliance with this Agreement;
- Taking appropriate security measures to prevent the unauthorized disclosure of your Login Credentials used to access your account as well as the Access Code required to use the Service at Events;
- The accuracy, quality, integrity, legality, reliability, and appropriateness of the content you submit to the Service;
- Complying with applicable local, state, federal and international laws, regulations, and ordinances with respect to your use of the Service, including those related to the protection of intellectual property, data privacy, international communications and the transmission of technical or personal data;
- All activity that occurs under your account;
- Procuring all necessary rights to use any third party software (e.g., web browser), services (e.g., internet access) or equipment that may be needed to use the Service (including but not limited mobile devices with a data connection and multimedia text message or picture message functionality); and
- Payment of all internet provider and/or data usage fees.
- Restrictions on Use. You further agree not to:
- send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material harmful to children or violative of third party privacy rights;
- share your Login Credentials or Access Code with unauthorized users;
- attempt to gain unauthorized access to the Service or its related systems or networks;
- use any content or information available through the Service for any unauthorized purpose;
- interfere with or damage the Service including, without limitation, through the use of viruses, spyware, malware, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing, or methods that in any way reproduce or circumvent the navigational structure or presentation of the Service or its contents;
- collect, store, or distribute any information about any other user other than in the course of the permitted use of the Service;
- engage in spidering, “screen scraping,” “database scraping,” harvesting of email addresses, wireless addresses or other contact or personal information, or any other automatic means of obtaining lists of users or other information from or through the Service;
- impersonate any person, company, or entity;
- restrict or inhibit any other user from using or enjoying the Service;
- intentionally or unintentionally violate any applicable law or regulation;
- modify, sublicense, translate, sell, circumvent, reverse engineer, decipher, decompile, or otherwise disassemble any portion of the Service or any software used on or for the Service; or
- assist any third party in doing any of the foregoing.
- Your Responsibilities. By registering for, accessing and using the Service, you understand and agree that you are responsible for the following:
- Content License. The Service may provide features which allows you to post or submit content to or through the Service, or requires you to provide StriveScan access to certain materials, including, without limitation, logos and trademarks, photographs, institutional information, documents, images, or any other information or audiovisual material (collectively, “Your Materials”). You grant and warrant that you have the right to grant (or have obtained all necessary third party permissions to grant) to StriveScan and its licensees, affiliates, successors, and assigns, a perpetual, irrevocable, worldwide, non-exclusive, fully paid-up, royalty-free, sublicenseable right and license (“License”) to use, reproduce, adapt, modify, distribute, translate, publish, and display Your Materials anywhere in the world, in whole or in part, in any media now known or hereafter developed, for purposes of providing the Service to you.You also grant all other users of the Service a non-exclusive, irrevocable, worldwide, royalty-free license to access, view, and reproduce Your Materials for non-commercial, personal purposes as permitted through the functionality of the Service. These rights are limited and non-sublicenseable.In addition, Colleges agree that as part of your registration, you must provide StriveScan with a digital image of your institutions name, logo, or other identifying materials (collectively, “Your Materials”). You grant and warrant that you have the right to grant (or have obtained all necessary third party permisions to grant) to StriveScan and its licensees, affiliates, successors, and assigns, a perpetual, irrevocable, worldwide, non-exclusive, fully paid up, royalty free, sublicenseable right and license to use your name and logo or any images which include the foregoing (whether or not you have made it available through the Service) for the purpose of identifying you as a user of the Service, both on the Service and in marketing and promotional materials, at Events, and as part of any communications sent to Students pertaining Event recaps. You represent and warrant that you have obtained all necessary consent and authority from any individual whose likeness appears in any of Your Materials which you post on or submit or make available to the Service to: 1) post and submit such content on or to the Service; and 2) permit StriveScan and its licensees, affiliates, and successors to use such content in accordance with the foregoing reasons.You further represent and warrant that StriveScan’s exercise of any of its rights under the license granted hereunder will neither violate nor infringe upon the rights of others including, without limitation, privacy, publicity or intellectual property rights, and complies with all applicable laws and regulations.
- Interactions with Other Service Users. You are solely responsible for interactions with other Service users. StriveScan shall not be responsible for any damage or harm resulting from your interactions with other users of the Service.NEITHER STRIVESCAN NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SERVICE AND YOU HEREBY RELEASE STRIVESCAN AND ITS AFFILIATES OR LICENSORS FROM ANY LIABILITY RELATED THERETO. STRIVESCAN AND ITS AFFILIATES AND LICENSORS WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH YOUR USE OF THE SERVICE OR THE USE OR EXPLOITATION OF ANY STUDENT INFORMATION.
- Links. The Service contains links to other internet sites and resources, and you acknowledge and agree that: 1) StriveScan shall not be responsible for the availability of such external sites or resources; and 2) StriveScan does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such services or resources. You agree that StriveScan shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of, or reliance upon, any such content, goods or services available on or through any such Service or resource.
- Disclaimer. THE SERVICE, INCLUDING, BUT NOT LIMITED TO THE SITES, THE STRIVESCAN APP, AND THE ENTIRETY OF ITS CONTENTS, IS PROVIDED “AS IS” AND STRIVESCAN HEREBY DISCLAIMS (EXCEPT WHERE PROHIBITED BY LAW) ALL EXPRESS AND IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. STRIVESCAN EXPRESSLY DISCLAIMS ANY REPRESENTATION THAT:
- THE SERVICE WILL MEET YOUR REQUIREMENTS;
- ACCESS TO THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE;
- ANY INFORMATION OBTAINED THROUGH OR FROM THE SERVICE WILL BE ACCURATE OR RELIABLE;
- THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET EXPECTATIONS;
- ANY USER-PROVIDED INFORMATION, INCLUDING STUDENT INFORMATION AND REGISTRATION DATA, WILL NOT BE DISCLOSED, IN THE ABSENCE OF USER-PROVIDED APPROVAL, TO THIRD PARTIES; OR
- ANY DATA OR SOFTWARE ERRORS WILL BE CORRECTED.STRIVESCAN SHALL NOT BE HELD RESPONSIBLE FOR TECHNICAL MALFUNCTIONS OF ANY TELEPHONE SYSTEM, CABLE SYSTEM, COMPUTER EQUIPMENT, MOBILE DEVICE, SERVER, PROVIDER, OR SOFTWARE. STRIVESCAN SHALL NOT BE HELD RESPONSIBLE FOR ANY INJURY OR DAMAGE TO YOUR COMPUTER OR MOBILE DEVICE RESULTING FROM USE OF THE SITES OR SERVICE INCLUDING, BUT NOT LIMITED TO, WEB PAGE VIEWING, FILE DOWNLOADING, SERVER USE OR ACCESS, OR FOLLOWING SERVICE LINKS. YOU ACCESS THE SERVICE AT YOUR OWN RISK AND ARE SINGULARLY RESPONSIBLE FOR ANY LOSS, DAMAGE, OR COSTS INCURRED DURING SUCH ACTIVITY. STRIVESCAN SHALL NOT BE RESPONSIBLE FOR ANY INCORRECT OR INACCURATE CONTENT POSTED ON THE SERVICE, REGARDLESS OF THE CAUSE OF SUCH INACCURACY. STRIVESCAN SHALL NOT BE RESPONSIBLE FOR ANY CONDUCT OF ANY USER OF THE SERVICE. STRIVESCAN SHALL NOT BE RESPONSIBLE FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, OPERATIONAL DELAY, COMMUNICATION LINE FAILURE, OR THEFT DESTRUCTION, OR ALTERATION OF YOUR COMMUNICATION. NO DATA OR INFORMATION OBTAINED FROM STRIVESCAN OR THE SERVICE SHALL CREATE ANY WARRANTY.THE FOREGOING DISCLAIMERS SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
- Limits on Liability. STRIVESCAN, ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, SUCCESSORS, OR ASSIGNS (“STRIVESCAN PARTIES”) SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES OR UNDER ANY LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE WITH RESPECT TO THE SERVICE, FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING FROM OR RELATING TO: 1) THE SERVICE’S AVAILABILITY; 2) THE ACTS, OMISSIONS, OR CONDUCT OF ANY USER OR THIRD PARTY, WHETHER ONLINE OR OFFLINE; 3) ANY SERVICE OR YOUR MATERIALS; 4) THE USE OF ANY STUDENT INFORMATION BY A THIRD PARTY (INCLUDING A COLLEGE OR OTHER USER); 5) THESE TERMS; OR 6) ANY USE OF GOODS OR SERVICES MADE AVAILABLE ON ANY INTERNET RESOURCE OR WEBPAGE LINKED THROUGH THE SERVICE, EVEN IF THE STRIVESCAN PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.THE STRIVESCAN PARTIES’ AGGREGATE LIABILITY TO YOU IN ANY MATTER ARISING FROM OR RELATED TO THE SERVICE OR THE AGREEMENT, SHALL NOT EXCEED THE SUM OF EITHER ONE HUNDRED DOLLARS ($100) OR THE TOTAL FEES PAID BY YOU TO STRIVESCAN DURING THE SIX (6) MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE, WHICHEVER IS GREATER.SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. IN SUCH STATES OR JURISDICTIONS, STRIVESCAN’S LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW.
- Release. IN CONSIDERATION OF BEING PERMITTED TO ACCESS AND USE THE SERVICE, YOU HEREBY AGREE TO RELEASE THE STRIVESCAN PARTIES FROM ALL DAMAGES (WHETHER DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR OTHERWISE), LOSSES, LIABILITIES, COSTS AND EXPENSES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY RELATED TO DISPUTES BETWEEN YOU AND THIRD PARTIES IN CONNECTION WITH THE SERVICE, YOUR ACCESS AND USE OF THE SERVICE, OR THE EVENTS.IN CONNECTION WITH THE FOREGOING RELEASE, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE 1542 AND ANY OTHER APPLICABLE LAW OR STATUTE, WHICH SAYS IN SUBSTANCES:“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
- Indemnification. You agree to indemnify and hold harmless the StriveScan Parties from and against any loss, liability, or expense, including reasonable attorneys’ fees and expenses and court costs, arising out of or related to: 1) any third party claim against any StriveScan Party alleging that Your Materials posted or submitted to the Service infringes any of the third party’s rights; 2) your breach of any provision of this Agreement and/or any representation or warranty identified herein; or 3) any cost or expense StriveScan incurs in enforcing this Section. StriveScan reserves the right to control the defense and settlement of any action or proceeding against any StriveScan Party that you are bound to defend pursuant to the foregoing.
- Discontinuance of Service. StriveScan reserves the right to modify or discontinue, temporarily or permanently, any portion of the Service without prior notice. You agree that StriveScan shall not be liable to you or to any third party for any modification or discontinuance of any portion of the Service.
- Take-Down Requests, DMCA. StriveScan expressly prohibits users from uploading, posting, or otherwise distributing through the Service any content which may violate another party’s privacy, publicity, intellectual property, or other rights. If any user believes in good faith that any content on the Service violates or otherwise infringes upon any user’s rights, you are encouraged to contact StriveScan immediately to request that the allegedly offending content (“Offending Content”) be removed from the Service. To make such a request (“Take-Down Request”), you should provide the StriveScan designated agent, listed below, with:
- the identity of the Offending Content in sufficient detail such that it can be readily located (e.g., “The photograph of <detailed description> available at https://www.strivescan.com/item123”);
- User’s name, mailing address, email address, and telephone number; and
- the name, user id, email, telephone phone number, and mailing address of the person you believe posted the Offending Content (as available).In accordance with the Digital Millennium Copyright Act (“DMCA”), StriveScan has designated a Copyright Agent who is charged with receiving notification of alleged copyright violations, and may accept notification of other offending Service content. If you believe in good faith that material appearing on this Service infringes your copyright, provide notification, pursuant to 17 U.S.C. § 512(c)(3)(A), to our Copyright Agent at:
Agent: Dan Saavedra
Address: 1005 West Webster Avenue, Chicago IL 60614
Phone: (312) 380-0630
Similarly, the DMCA provides that if you, in good faith, believe that a notice of copyright infringement has been wrongfully filed against you, you may send to our Copyright Agent a counter notice, subject to the requirements set forth in 17 U.S.C. § 512(g)(3) (2006).
Lastly, it should be noted that individuals making misrepresentations made in alleging that material appearing on this Service constitutes copyright infringement may be liable for damages pursuant to 17 U.S.C. § 512(f) (2006).
StriveScan will process proper Take-Down Requests, will promptly remove or disable access to any offensive or infringing content, and will terminate the accounts of repeat infringers.
- Export Control. You represent and warrant that you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
- Choice of Law; Jurisdiction. This Agreement will be governed by and construed under the laws of the United States of America and, to the extent not inconsistent therewith, the laws of the State of Illinois without regard to conflicts-of-laws principles that would require the application of any other law.
- Arbitration. For any claim (excluding claims for injunctive or other equitable relief), arising out of the Terms or the Service, where the total amount of the award sought is less than $5,000, the Party requesting relief may elect to resolve the dispute through binding non-appearance-based arbitration. Such arbitration shall be initiated through an established alternative dispute resolution (“ADR”) provider mutually agreed upon by the Parties. The ADR provider and the Parties must comply with the following rules: (a) the arbitration shall be conducted by telephone, online, and/or be solely based on written submissions, the specific manner shall be chosen by the Party initiating the arbitration; (b) the arbitration shall not involve any personal appearance by the Parties or witnesses unless otherwise mutually agreed by the Parties; and (c) any judgment on the award rendered by the arbitrator shall be final and may be entered in any court of competent jurisdiction. StriveScan shall reimburse those fees for claims totaling less than $5,000 unless the arbitrator determines the claims are frivolous.Any other dispute (including whether the claims asserted are arbitrable) shall be referred to arbitration, except those claims that may be asserted in small claims court. Arbitration shall be subject to the Federal Arbitration Act, conducted by the American Arbitration Association (AAA), and governed under AAA’s rules. ANY CLAIMS BROUGHT BY YOU OR STRIVESCAN MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PARTY’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF.In the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, StriveScan will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation. StriveScan reserves the right, in its sole and exclusive discretion, to assume responsibility for all of the costs of the arbitration. The arbitrator may award any individual relief or individual remedies that are permitted by applicable law. Judgment on an arbitration award may be entered by any court of competent jurisdiction. The arbitration award shall be confidential and final and binding upon the Parties without appeal or review, except as permitted by Illinois law or United States federal law.The Parties agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in a court of competent jurisdiction located in Cook County, Illinois, and the Parties waive any right to a jury trial. The Parties agree that, notwithstanding the above, either Party may bring suit in court to enjoin infringement or other misuse of intellectual property rights. Subject to the arbitration provisions set forth herein, the successful Party in any dispute will be entitled to receive from the unsuccessful Party all reasonable attorneys’ fees, costs, and disbursements.
- Severability. If any provision – or portion of a provision – of this Agreement is held invalid, unenforceable, or void, the remainder of the Agreement shall remain unaffected and shall continue in full force and effect.
- Separability. This Agreement does not and shall not be construed to create a partnership or joint venture between the parties hereto.
- Merger. This Agreement is the entire agreement between the parties hereto, and replaces any and all prior negotiations, representations, or agreements between the parties, whether oral, electronic, or written, pertaining to the managerial relationship outlined herein. The parties acknowledge that they have not relied on any promise, representation, or warranty, express or implied, not contained in this Agreement. No waiver or any breach of this Agreement shall be construed as a continuing waiver or consent to any subsequent breach hereof.