Terms of Use

Effecive: Feb 6, 2020

This Terms of Use Agreement sets forth the legally binding terms and conditions between you and Ahoy-hoy, Inc. d/b/a Slapdash (“Slapdash,” “we,” “us,” or “our”) governing your access to and use of our website located at www.slapdash.com (the “Site”), our proprietary software-as-a-service platform named Slapdash (the “Slapdash Platform”) for accessing, locating, and organizing content across all of the supported third party cloud-based applications (“Third Party Platforms”) you use, and any associated Slapdash websites and subdomains, networks, applications, desktop software applications (“Software”), web browser extensions (each an “Extension”) and services (collectively with the Site, Software, the Extensions and Slapdash Platform the “Services”). Certain features of the Services may be subject to additional guidelines, terms, or rules, which will be posted on the Services in connection with such features (“Supplemental Terms”). All such Supplemental Terms are incorporated by reference into this Terms of Use Agreement (together the “Agreement”). If this Terms of Use Agreement is inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such features.

By clicking “I accept,” or otherwise accessing or using the services, or any portion thereof, including the site, you acknowledge and agree that you have read, understand, and agree to be bound by this agreement. You represent and warrant that you have the right, authority, and capacity to enter into this agreement (on behalf of yourself and, as applicable, the entity that you represent). If the individual entering into this agreement or otherwise accessing or using the services is doing so on behalf of, or within his or her capacity as a representative, agent, or employee of an entity, such individual and such entity: (i) agree that the terms “you” and “your” as used herein apply to such entity; and (ii) represent and warrant that the individual entering into this agreement has the power, right, authority, and capacity to enter into this agreement on behalf of such entity. However, if you are accessing or using the services as a team user (as defined in section 2) the team user terms of use agreement, not this terms of use agreement, governs your access to and use of the services.

You may not access or use the services or accept this Agreement if you are an individual that is not at least 18 years old. If you do not agree with all of the provisions of this Agreement, you may not access or use the services.

If you subscribe to the services for a term (the “Initial Term”), then your subscription will be automatically renewed for additional periods of the same duration as the Initial Term at Slapdash’s then-current fee for such services unless you opt out of the auto-renewal / decline to renew your subscription in accordance with section 8.2 below.

Please be aware that section 12 of this Agreement contains an arbitration agreement which will, with limited exceptions, require disputes between us to be submitted to binding arbitration. unless you opt out,: (1) you will only be permitted to pursue disputes and seek relief against us on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding; and (2) you are waiving your right to pursue disputes or claims and seek relief in a court of law and to have a jury trial.

Any dispute, claim or request for relief relating in any way to your use of the site will be governed and interpreted by and under the laws of the state of California, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of any other jurisdiction. The United Nations convention on contracts for the international sale of goods is expressly excluded from this Agreement.

  1. Accounts
    1. Account Creation. In order to use certain features of the Services, you must register for an account (“Account”). You promise that: (a) all required registration information you submit in connection with your registration is truthful and accurate; and (b) you will maintain the accuracy of such information. Slapdash may suspend or terminate your Account in accordance with Section 11.
    2. Account Responsibilities. You are responsible for all activities that occur under your Account. You agree to immediately notify Slapdash of any unauthorized use or suspected unauthorized use, of your Account or any other breach of security. Slapdash will not be liable for any loss or damage arising from your failure to comply with the above requirements. You may not share your Account or password with anyone. Slapdash reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use the Services if you have been previously removed by Slapdash.
  2. Team Features If, and only if, you have purchased a Subscription to permit Subscription Features to be accessed and used by your employees (“Team Subscription”), this Section 2 applies to you. For purposes of this Section, the term “Team User” means an individual employee that you have permitted to access and use the applicable Subscription Features via an Account identified by you under your Team Subscription in accordance with this Section. In order to access and use the applicable Subscription Features, your Team Users will be required to enter into the terms and conditions located at https://slapdash.com/legal/terms-of-use#section2.1 of the Services and the Subscription Features (the “Team User Terms”).
    1. Team. Subject to this Agreement, we grant you a non-exclusive, revocable, limited, nontransferable, non-assignable, and “as is” (i) right to permit your employee personnel to access and use the applicable Subscription Features via Accounts identified by you (such permitted employee personnel “Team Users”); (ii) right for your Team Users to use and access the Services solely for your own internal business use, subject to any applicable use limitations; and (iii) license for Team Users to download, install and use a copy of the Application on devices owned or controlled by you or the applicable Team User solely for the purpose of accessing and using the Services for your internal business purposes.
    2. Restrictions and Obligations.By signing up for a Team Subscription, you promise (i) to only to grant access to use your Subscription Features to your employee personnel; (ii) that Team Users will agree to be bound by, and will at all times comply with the Team User Terms prior to accessing or using the applicable Subscription Features; (iii) that Team Users will only use their Accounts in connection with their role as your employee; and (iv) you have all necessary permissions and authorizations to provide us with any information provided about Team For purposes of this Agreement, as between you and Slapdash, any Content, including Cloud Content posted, submitted, uploaded, provided, or otherwise made available by Team Users is Your Content and your Cloud Content. You agree to be responsible for any actions taken by Team Users or on a Team User’s account and that for purposes of Sections 4, 6(i) through 6(v), and 7 the term “you” means “you and Team Users” and the term “your” means “your and Team Users’”. Any termination of this Agreement will also result in the termination of your Team Users’ access to and use of the applicable Subscription Features and may result in the termination of the Accounts of your Team Users. If you wish to remove the authorization of a specific Team User under your Team Subscription, please contact us athello@slapdash.com. Removal of a Team User from your Team Subscription will result in that Team User no longer having access to the applicable Subscription Features.
  3. Access to the Services.
    1. Access and Use. Subject to this Agreement, Slapdash grants you a limited, non-exclusive, revocable, limited, nontransferable, non-assignable, non-sublicensable, and “as is” right to use and access the Services solely for your own personal or internal business use, subject to any use limitations.
    2. Application License. Subject to your compliance with the Agreement, Slapdash grants you a limited non-exclusive, non-transferable, non-assignable, non-sublicensable, revocable, and “as is” license to download, install and use a copy of the Application on computers that you own or control and to run such copy of the Software solely for your own personal or internal business purposes in connection with accessing and using the Services.
    3. Use of Extensions. Our Extensions are software tools that integrate with the supported web browsers to enable functionality in connection with the Services. Subject to this Agreement, we grant you a non-exclusive, non-transferable, non-sublicensable, revocable license to download and install and use in connection with the supported browsers, the Extensions for your own personal or internal business purposes in connection with your access to and use of the Services.
    4. Acceptable Use Policy. Your use of the Services is subject to your compliance with the Acceptable Use Policy located at https://slapdash.com/legal/acceptable-use-policy at all times when accessing or using Services.
    5. Modification. While we aim to communicate any significant changes to our users, we reserve the right to modify, update, suspend, or discontinue the Services (in whole or in part) at any time with or without notice to you. You agree that Slapdash is not be liable to you or to any third party for any modification, update, suspension, or discontinuation of the Services. You may need to update third-party software from time to time in order to use the Services.
    6. Third-Party Materials. As a part of the Services, you may have access to materials that are hosted by another party, as made available by another user. You agree that it is impossible for Slapdash to monitor such materials and that you access these materials at your own risk.
  4. IP Rights
    1. Ownership. You acknowledge that we or our suppliers own all right, title, and interest, including all intellectual property rights, in and to the Services. Except for the limited access rights expressly set forth in Sections 3.1, 3.2, and 3.3 you are not granted any rights with respect to the Services and there are no implied licenses granted by Slapdash under this Agreement.
    2. Feedback. We welcome any and all feedback to help us build a better service. If you provide Slapdash with any feedback or suggestions regarding the Services (“Feedback”), you acknowledge that we can freely use such Feedback in any manner. Feedback you provide is not confidential or proprietary to you. So, please do not provide Slapdash any information or ideas that you consider to be confidential or proprietary.
  5. Content. You acknowledge that all information, data, text, photographs, messages, tags, and other content or materials, including Cloud Content, accessible through the Services, whether publicly posted or privately transmitted (“Content”), are the sole responsibility of the party from whom such Content originated. This means that you, and not Slapdash, are entirely responsible for all Content that you upload, post, or otherwise make available (“Make Available”) through the Services (“Your Content”). You hereby grant Slapdash a fully paid, royalty-free, worldwide, non-exclusive right (including any moral rights) and license to use, sublicense, distribute, reproduce, modify, adapt, publicly perform, and display, Your Content, other than Cloud Content which is covered in Section 5.1, (in whole or in part) for the purpose of providing the Services to you. Except with respect to Your Content, you agree that you have no right, title, or interest in or to any Content that appears on or in the Services.
    1. Cloud Content.Cloud Content” means any and all information and content located on a user’s accounts on a Third-Party Platform that the user connects to the Services that the user accesses or Makes Available to Slapdash through the Services. You hereby grant to Slapdash a revocable, nonexclusive, royalty-free and fully paid, worldwide license to access file contents and metadata from your Cloud Content and cache and store titles, preview text, and user activity data of your Cloud Content, and create incidental copies of such information solely for the purpose of providing the Services to you as set forth in this Agreement.
    2. Investigations. Slapdash may, but is not obligated to, monitor or review the use of the Services and Content at any time. Without limiting the foregoing, Slapdash shall have the right, in its sole discretion, to remove any of Your Content for any reason (or no reason). If Slapdash becomes aware of any possible violations by you of any provision of the Agreement, Slapdash may investigate such violations, and, at its sole discretion, immediately terminate your license to use of the Services, or change, alter or remove Your Content or Cloud Content, in whole or in part, without prior notice to you.
    3. No Obligation to Pre-Screen Content. Slapdash may, but is not obligated to pre-screen, refuse or remove any Content for any reason, including if Content violates the Agreement or is otherwise objectionable. Slapdash has no responsibility or liability for the deletion or accuracy of any Content. Certain Services may enable you to specify the level at which such Services restrict access to Your Content and Cloud Content. You are solely responsible for applying the appropriate level of access to Your Content and Cloud Content. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation chat, text, or voice communications. Unless expressly agreed to by Slapdash in writing elsewhere, Slapdash has no obligation to store any of Your Content.
    4. Representations and Warranties. You represent and warrant that you have all necessary right, title, interest, authorizations, and permissions to: (i) Make Available Your Content; (ii) grant the rights, licenses, and permissions granted hereunder with respect to any data, content, information, or feedback, including Your Content; and (iii) access and permit Slapdash to access on your behalf any Third Party Platforms.
  6. Indemnification.You agree to indemnify and hold Slapdash (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any loss, claim, or demand arising out of: (i) your use of the Services; (ii) your violation of this Agreement; (iii) your violation of applicable laws or regulations; (iv) Slapdash’s use in accordance with this Agreement of any data, content, information, or feedback, including Cloud Content, that you Make Available to Slapdash; or (v) your violation, or your Content’s violation, of any rights of another party, including any users. We may assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter for which you may have an indemnification obligation hereunder without the prior written consent of Slapdash. Slapdash will use reasonable efforts to notify you of any claim, action, or proceeding for which you may have an indemnification obligation hereunder upon becoming aware of it. This provision does not require you to indemnify Slapdash (or its officers, employees, or agents) for Slapdash’s (or its officers’, employees’ or agents’) fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Site or Services provided hereunder. You agree that the provisions in this Section will survive any termination of your Account, the Agreement and/or your access to the Services.
  7. Third-Party Links; Other Users
    1. Third-Party Links. The Services may contain links to third-party websites and services, including Third Party Platforms (“Third-Party Links”). Such Third-Party Links are not under the control of Slapdash, and Slapdash is not responsible for any Third-Party Links. Slapdash provides access to these Third-Party Links only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links. You use all Third-Party Links at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links, and the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links.
    2. Interactions With Other Users. You are solely responsible for your interactions with other users and any other parties with whom you interact. You agree that Slapdash will not be responsible for any liability incurred as the result of such interactions. You may be provided access to Content of other users on or through the Services. Slapdash is not responsible for and does not control such Content. Slapdash has no obligation to review or monitor, and does not approve, endorse or make any representations or warranties with respect to such Content.
  8. Fees And Purchase Terms
    1. Payment. You agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable. You must provide Slapdash with a valid credit card (“Payment Provider”), as a condition to purchasing a Subscription. Your Payment Provider agreement governs your use of the designated credit card, and you must refer to that agreement to determine your rights and liabilities. By providing Slapdash with your credit card number and associated payment information, you agree that Slapdash is authorized to immediately invoice your Account for all charges due and payable to Slapdash hereunder and that no additional notice or consent is required, including any charges in connection with any renewals of a Subscription. You agree to immediately notify Slapdash of any change in your billing address or the credit card used for payment hereunder. We may change the prices and billing methods for the Services on a going forward basis, either immediately upon posting on the Services or by e-mail. Except as set forth in the Agreement, all fees for the Services are non-refundable.
    2. Subscriptions. Certain products or services offered on or through the Services may be provided for a fee or other charge, including services or features (“Subscription Features”) for which access and use is purchased on a time limited basis (each a “Subscription”). The fee for a Subscription will be billed at the start of your Subscription and at regular intervals in accordance with your elections at the time of purchase. That being said, we may change the timing of our billing.
    3. Automatic Renewals.Your Subscription will continue indefinitely until terminated in accordance with the Agreement. After your initial Subscription period, and again after any subsequent Subscription period, your Subscription will automatically renew on the first day following the end of such period (“Renewal Commencement Date”) and continue for an additional equivalent period, at our then-current price for such Subscription. You agree that your Subscription will automatically renew unless you cancel your Subscription at least thirty (30) days prior to the Renewal Commencement Date (or in the event that you receive a notice from Slapdash that your Subscription will be automatically renewed, you will have thirty days from the date of Slapdash’s notice), by logging into and going to the “Change/Cancel Membership” page of your “Account Settings” page. If you do not wish for your Account to renew automatically, or if you want to change or terminate your subscription, please contact Slapdash at hello@slapdash.com or log in and go to the “Change/Cancel Membership” page on your “Account Settings” page. If you cancel your Subscription, you may use your Subscription until the end of your then-current Subscription term, but your Subscription will not be renewed after your then-current term expires. Upon renewal of your Subscription, if Slapdash does not receive payment from your Payment Provider, (a) you agree to pay all amounts due on your Account upon demand and/or (b) you agree that Slapdash may either terminate or suspend your Subscription and continue to attempt to charge your Payment Provider until payment is received (upon receipt of payment, your Account will be activated and for purposes of automatic renewal, your new Subscription commitment period will begin as of the day payment was received).
    4. Taxes. The payments required under Section 2 do not include any Sales Tax that may be due in connection with the Services provided under this Agreement. If Slapdash determines it has a legal obligation to collect a Sales Tax from you in connection with this Agreement, Slapdash shall collect such Sales Tax in addition to the payments required under Section 8.2. If any Services, or payments for any Services, under the Agreement are subject to any Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to Slapdash, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you will indemnify Slapdash for any liability or expense Slapdash may incur in connection with such Sales Taxes. Upon Slapdash’s request, you will provide it with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this section, “Sales Tax” shall mean any sales or use tax and any other tax measured by sales proceeds that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.
    5. Free Trials and Other Promotions. Any free trial or other promotion that provides a registered user level access to the Services must be used within the specified time of the trial. At the end of the trial period, your use of the Services will expire and any further use of the Services is prohibited unless you pay the applicable Subscription fee. If you are inadvertently charged for a Subscription, please contact Slapdash to have the charges reversed.
    6. Third Party Provider. Slapdash uses Stripe, Inc. (“Stripe”) as the third party service provider for payment services (e.g., card acceptance, merchant settlement, and related services). You acknowledge that we are bound by, and you agree, to the extent applicable, to be bound by Stripe’s terms and conditions (available at https://stripe.com/us/terms) along with its privacy policy (available at https://stripe.com/us/privacy). You hereby consent and authorize Slapdash and Stripe to share any information and payment instructions you provide with one or more third party service provider(s) to the minimum extent required to complete your transactions with us.
  9. Disclaimers. THE SERVICES ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS, AND SLAPDASH (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICES, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF YOUR FIRST USE OF THE SERVICES. EXCEPT FOR SLAPDASH’S OBLIGATIONS TO PROTECT YOUR PERSONAL DATA AS SET FORTH IN SLAPDASH’S PRIVACY POLICY, SLAPDASH ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT), USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.
    1. No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT SLAPDASH IS NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD SLAPDASH LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, THIRD PARTY PLATFORMS, OT OTHER USERS AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
  10. Limitation on Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SLAPDASH (OR SLAPDASH’S SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES OR ANY PORTION THEREOF, EVEN IF SLAPDASH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICES OR COMPUTER SYSTEMS, OR LOSS OF DATA RESULTING THEREFROM. UNDER NO CIRCUMSTANCES WILL SLAPDASH PARTIES BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) THE TOTAL AMOUNT PAID TO SLAPDASH BY YOU DURING THE TWELVE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY AND (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF SLAPDASH OR (A) DEATH OR PERSONAL INJURY CAUSED BY A SLAPDASH PARTY’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY SLAPDASH’S FRAUD OR FRAUDULENT MISREPRESENTATION.

    THE LIMITATIONS OF DAMAGES SET FORTH IN THIS SECTION ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN SLAPDASH AND YOU.

  11. Term and Termination
    1. Term. You and we agree that the Agreement commenced on the earlier to occur of (a) the date you first used the Services or (b) the date you accepted the Agreement and will remain in full force and effect while you use the Services, unless earlier terminated in accordance with the Agreement.
    2. Termination of Services by Slapdash. We may terminate this Agreement at any time for any reason, including if timely payment cannot be charged to your Payment Provider for any reason, if you have materially breached any provision of the Agreement, or if Slapdash is required to do so by law (e.g., where the provision of the Services is, or becomes, unlawful). Slapdash may immediately and without notice, suspend or terminate any Services provided to you.
    3. Termination of Services by You. If you want to terminate this Agreement, you may do so by (a) notifying Slapdash at any time and (b) closing your Account. Your notice should be sent, in writing, to Slapdash’s address set forth below. THAT BEING SAID, THE AGREEMENT WILL CONTINUE UNTIL THE END OF ANY THEN CURRENT SUBSCRIPTION PERIOD IN ACCORDANCE WITH SECTION 2.
    4. Effect of Termination. Termination of this Agreement includes removal of access and all related information, files, Cloud Content associated with or inside your Account (or any part thereof), and Your Content. Slapdash will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
  12. Dispute Resolution. Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with Slapdash and limits the manner in which you can seek relief from us.
    1. Applicability of Arbitration Agreement. You agree that any dispute, claim or request for relief relating in any way to your access or use of the Services, or to any aspect of your relationship with Slapdash, will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims or seek relief in small claims court if your claims qualify; and (2) you or Slapdash may seek equitable relief in court for infringement or other misuse of intellectual property rights. This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of this Agreement or any prior version of this Agreement.
    2. Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your dispute or claim or request for relief to our registered agent CT Corporation System, 111 8 Ave, 13 Floor, New York, NY, 10011. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims, counterclaims, or requests for relief under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/ all other disputes shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, Slapdash will pay them for you. In addition, Slapdash will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for disputes, claims, or requests for relief totaling less than $10,000 unless the arbitrator determines the claims are frivolous. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
    3. Authority of Arbitrator. The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to, any assertion that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Slapdash. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
    4. Waiver of Jury Trial. YOU AND SLAPDASH HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Slapdash are instead electing that all disputes, claims, or requests for relief shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 1 above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
    5. Waiver of Class or Other Non-Individualized Relief. ALL DISPUTES, CLAIMS AND REQUESTS FOR RELIEF WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any of this subsection’s limitations as to a given dispute, claim, or request for relief, then such aspect must be severed from the arbitration and brought into the State or Federal Courts located in the State of California. All other disputes, claims, or requests for relief shall be arbitrated.
    6. 30-Day Right to Opt Out You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: hello@slapdash.com within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your username (if any) on the Services, the email address you used to set up your Account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
    7. Severability. Except as provided in subsection 5, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
    8. Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with Slapdash.
    9. Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if Slapdash makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing Slapdash at the following address: Slapdash, 461 2nd Street, Unit 460, San Francisco, CA 94107.
  13. General
    1. Changes. This Agreement are subject to occasional revision, and we reserve the right to charge fees for accessing and using the Services. If we make any substantial changes, we may require you to accept the changes, notify you by sending you an e-mail, as explained in Section 13.7), and/or by prominently posting notice of the changes on the Services. Any changes to this Agreement will be effective upon the earliest of when you provide your acceptance of the changes, thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable), and thirty (30) calendar days following our posting of notice of the changes on the Services. The changes will be effective immediately for new users of the Services. Continued use of our Services following notice of such changes shall indicate your acknowledgement and acceptance of such changes and agreement to be bound by the terms and conditions of such changes.
    2. Export. The Services may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to use, export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Slapdash, or any products utilizing such data, in violation of the United States export laws or regulations. You may not use, export, import, or transfer The Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Services, you represent and warrant that (y) 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 (z) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use The Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Slapdash are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Slapdash products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
    3. Disclosures. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
    4. Electronic Communications. The communications between you and Slapdash use electronic means, whether you use the Services or send us emails, or whether Slapdash posts notices on the Services or communicates with you via email. For contractual purposes, you: (a) consent to receive communications from Slapdash in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Slapdash provides to you electronically satisfy any legal requirement that such communications would satisfy if it were provided in a hardcopy writing. The foregoing does not affect your non-waivable rights.
    5. Force Majeure. Slapdash shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
    6. Governing Law and Venue. THE TERMS AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THE AGREEMENT. Both you and Slapdash agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in San Francisco County, California.
    7. Notice. Where Slapdash requires that you provide an e-mail address, you are responsible for providing Slapdash with your most current e-mail address. In the event that the last e-mail address you provided to Slapdash is not valid, Slapdash’s dispatch of the e-mail containing such notice will constitute effective notice. You may give notice to Slapdash at the following address: 461 2nd Street, Unit 460, San Francisco, CA 94107. Such notice shall be deemed given when received by Slapdash by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
    8. International Users. The Services can be accessed from countries around the world and may contain references to services and content that are not available in your country. These references do not imply that Slapdash intends to announce such services or content in your country. The Services are controlled and offered by Slapdash from its facilities in the United States of America. Slapdash makes no representations that the Services is appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.
    9. Entire Agreement. This Agreement constitute the entire agreement between you and us regarding the use of the Services. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Slapdash is that of an independent contractor, and neither party is an agent or partner of the other. This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Slapdash’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Slapdash may freely assign this Agreement. The terms and conditions set forth in this Agreement shall be binding upon assignees.
    10. Contact Information:

      461 2nd Street, Unit 460 San Francisco, CA 94107

      Telephone: 415-669-6902

      Email: hello@slapdash.com