SENSUS HEALTHCARE

WEBSITE TERMS OF USE

Last Updated:  August, 2024

OVERVIEW

Welcome to our website! Sensus Healthcare, Inc. (“we”, “us”, or “our”) are pleased to provide you with access to our “Website”, which means, collectively, (i) the https://sensushealthcare.com/ domain and its related webpages, including any content, functionality or information contained therein, and (ii) any emails, newsletters or other mediums, or portions of such mediums, through which you have accessed these Terms of Use. For the avoidance of doubt, these Terms of Use do not govern your access and use of our proprietary Sensus technology, software, products, or services (including our end user interfaces and any cloud-based platforms even if accessible from the Website), all of which is and will be subject to your acceptance of our separately applicable terms and conditions, including, as applicable, that Sensus Healthcare End User License Agreement and our Master Technology Terms and Conditions. We offer our Website to you, the user, conditioned upon your acceptance of all the terms, conditions, policies, and notices stated in these Terms of Use, including our Privacy Policy, which is hereby incorporated herein by reference (collectively, these “Terms”).

PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING OUR WEBSITE. BY ACCESSING OR USING ANY PART OF OUR WEBSITE OR BY CLICKING TO ACCEPT OR AGREE TO THESE TERMS WHEN THIS OPTION IS MADE AVAILABLE TO YOU, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS IN THESE TERMS, THEN YOU MAY NOT ACCESS OR USE THE WEBSITE.

PLEASE BE ADVISED THAT THESE TERMS CONTAIN AN AGREEMENT TO ARBITRATE ALL CLAIMS, AND DISCLAIMERS OF WARRANTIES AND LIABILITY. THESE TERMS ALSO ALLOW YOU TO PURSUE CLAIMS AGAINST US ONLY ON AN INDIVIDUAL BASIS, AND NOT AS PART OF ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. AS A RESULT, YOU MAY SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE AND DECLARATORY RELIEF) ONLY ON AN INDIVIDUAL BASIS.

WE MAY IMMEDIATELY TERMINATE YOUR ACCESS TO THE WEBSITE (IN WHOLE OR IN PART) IF YOU FAIL TO COMPLY WITH ANY PROVISION OF THESE TERMS, IF WE BELIEVE YOUR USE OF ALL OR ANY PORTION OF THE WEBSITE WILL REFLECT POORLY ON US, OUR PRODUCTS, SERVICES OR GOODWILL, OR IF WE OTHERWISE DEEM YOUR USE OF THE WEBSITE TO BE ILLEGAL OR OTHERWISE INAPPROPRIATE, IN EACH CASE, IN OUR SOLE AND ABSOLUTE DISCRETION.

1. CHANGES TO THESE TERMS

We may change or update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of our Website thereafter. Your continued use of our Website following the posting of revised Terms means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

2. ELIGIBILITY TO USE THE WEBSITE.

1. Consideration. You acknowledge that these Terms are supported by reasonable and valuable consideration, which you have received, and which is adequate. Such consideration includes your ability to access, use or interact with the Website. You represent and warrant that you have the capacity to be bound by these Terms.

1. Age. You represent and warrant that you are at least the age of 18 or if you are under the age of 18 you have the consent from your parent or legal guardian to access and use the Website under such person’s account. If you are a parent or legal guardian of a user under the age of 18, by allowing your child to use the Website, you are subject to, and agree to be bound by, these Terms and our Privacy Policy and you are responsible for your child’s use and access to the Website.

3. MODIFICATIONS TO OUR WEBSITE.

We reserve the right at any time to modify or discontinue our Website (or any part, product, or content thereof) without notice at any time. Without limiting the generality of the foregoing, any prices for our products set forth on the Website are subject to change at any time without notice. We shall not be liable to you or to any third-party for any modification, price change, suspension, or discontinuance of our Website.

4. PRODUCTS OR SERVICES INFORMATION.

We reserve the right, but are not obligated, to limit the sales of our products or services to any person, geographic region, or jurisdiction and we may exercise this right on a case-by-case basis. All descriptions of products or product pricing are subject to change at any time without notice, at our sole discretion. Additionally, from time to time there may be information on our Website that contains typographical errors, inaccuracies, or omissions that may relate to product descriptions, pricing, or availability. As a result, we do not guarantee the accuracy or completeness of any information on the Website, including prices, specifications, or availability. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update information at any time without prior notice (including after you have submitted your order).

5. YOUR SUBMISSION OF INFORMATION AND MATERIALS TO US.

To access and use the Website or our online services, you may be asked to provide certain contact information or other details, such as your name, email, address, phone number, and current dermatologist or provider. It is a condition of your use of the Website and you will ensure (and represent, warrant and covenant) that all of the information that you provide on or via the Website is correct, current, and complete and does not and will not violate any applicable laws or regulations or infringe on a third party’s intellectual property or other rights. Without limiting the generality of the foregoing, if your submission of information includes any personal information of individuals, you will ensure that your collection and submission to the Website of the same, and your and our use and storage of the same as contemplated by these Terms does not violate any third party rights, and otherwise complies with applicable laws and regulations, including any laws relating to the consent of or disclosure to consumers with respect to the collection, use or disclosure of such information as contemplated by these Terms. You understand that our collection, use and disclosure of all such information is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

We may (but are not obligated to) directly or through third parties, make any inquiries we consider necessary to validate your identity or other information or materials provided by you to us, or your compliance with these Terms.

6. ACCESS CREDENTIALS.

You may be issued a username, identification number, password, link, or security key, security token, PIN or other security code, method, technology, or device used, alone or in combination, to verify an individual’s identity and authorization to access and use the Website (“Access Credentials”). You will use strong Access Credentials (i.e., in the case of a password, one that is long and uses a mix of letters (upper and lower case) numbers and symbols, has no ties to your personal information, and no dictionary words) even if the Website permits simple Access Credentials. You have and will retain sole responsibility for the security and use of all Access Credentials, including for any losses that you or any third party may suffer as a result of the authorized or unauthorized use of any Access Credentials by any third party. We reserve the right to disable any Access Credentials at any time in our discretion for any or no reason, including (without limitation) if, in our opinion, you have violated any provision of these Terms.

7. THIRD-PARTY SERVICES AND LINKS TO THIRD-PARTY SITES OR CONTENT.

Certain features of the Website are served by our third-party service providers. When engaging with any of the third-party service providers, you acknowledge and agree that: (a) we do not endorse, and make no representations or warranties regarding, any third-party provider, including with respect to the quality of performance; (b) your use of a third-party provider is, as between us and you, at your sole and exclusive risk, and you should conduct due diligence as you deem necessary or appropriate before utilizing the third-party provider’s services; (c) your use of the third party service may be subject to the third party’s applicable terms and conditions, including those set forth in any applicable terms and conditions agreed to by or otherwise made available to you (collectively, “Third-Party Requirements”); and (d) you are solely responsible for compliance with, and will ensure that you comply with, all Third-Party Requirements.

We may also provide on or through the Website links or access to other websites, social media platforms, mediums, content or materials belonging to advertisers, our business partners, affiliates or other third parties. All third-party materials and links are provided solely as a convenience to you, and such links and access do not constitute our endorsement of those third parties, or the products or services of those third parties or the content on their website(s) or other materials. We are not responsible for the activities or policies of those third parties. We accept no responsibility for such third parties or for any loss or damage that may arise from your use of the third-party links or the products or services of those third parties.

You acknowledge and agree that we are not responsible for any third-party materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. If you decide to access any of the third-party websites, social media platforms, or mediums, you do so entirely at your own risk and subject to the terms and conditions of use of such third-party websites, social media platforms, and mediums.

8. PRIVACY.

We use the information you provide on or via the Website as set forth in our Privacy Policy. Our Privacy Policy is hereby incorporated into these Terms by reference. 

9. CONSENT TO ELECTRONIC COMMUNICATION.

By using our Website, you agree to allow us to communicate with you electronically, and you consent to electronic delivery of notices, documents, and other materials from us via the Website or email.

10. PROHIBITED USES AND TERMINATION.

In addition to other prohibitions set forth in these Terms, you will not, and will not permit others to, directly or indirectly: (i) reverse engineer, decompile, disassemble, decode, adapt, or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Website or any underlying or related software, documentation or data (collectively, “Technology”); (ii) modify, translate, or create derivative works of, from or otherwise based on the Website or any Technology, in whole or in part; (iii) access or use the Website for timesharing or reselling purposes or otherwise for the benefit of a third-party; (iv) use the Website to submit or transmit infringing, libelous, fraudulent or otherwise unlawful or tortious material, or material in violation of third-party rights, including privacy rights; (v) use the Website to submit or transmit code, files, scripts, agents or programs intended to do harm, including, for example (but not by way of limitation), viruses, worms, time bombs and Trojan horses; (vi) interfere with or disrupt the integrity or performance of the Website or any Technology (in whole or in part); (vii) attempt to gain unauthorized access to the Website, the Technology or any of their related systems or networks; (viii) permit direct or indirect access to or use of the Website in a way that circumvents a contractual usage limit; (ix) frame or mirror the whole or any part of the Website (including any Technology); (x) access the Website or the Technology (in whole or in part) in order to build a competitive product or service or for benchmarking or competitive analysis; (xi) remove any proprietary notices or labels of or from the Website or the Technology; (xii) access or use the Website in any way that violates these Terms, any third-party rights, or any appliable rules, laws, regulations or orders having the force of law, including anti-spam, export control, privacy, or anti-terrorism laws and regulations; (xiii) use the Website (in whole or in part), or any information contained therein in any way that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise harassing, abusive, objectionable or offensive; (xiv) provide false or inaccurate information when using the Website; or (xv) engage in any fraud or misuse of the Website. Without limiting the foregoing, you agree not to upload, submit, transmit or post any information, data or content to the Website that is fraudulent, false, misleading, or deceptive.

WE RESERVE THE RIGHT TO TERMINATE YOUR USE OF THE WEBSITE FOR ANY OR NO REASON (WITH OR WITHOUT NOTICE), INCLUDING FOR ANY VIOLATION OF THESE TERMS.

11. CONTENT, OWNERSHIP, LIMITED LICENSE AND RIGHTS OF OTHERS.
    1. Our Content. The Website contains a variety of: (i) materials and other items relating to us and our products and services, and similar items from our licensors and other third parties, including all layout, information, articles, blogs, posts, text, data, files, images, scripts, designs, graphics, button icons, instructions, illustrations, photographs, audio clips, music, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of our Website, and the compilation, assembly, and arrangement of the materials of our Website and any and all copyrightable material (including source and object code); (ii) trademarks, trade dress, logos, trade names, service marks, and trade identities of various parties, including our trademarks; and (iii) other forms of intellectual property (all of the foregoing collectively, “Our Content”).
    2. Ownership. Our Website (including past, present, and future versions) and Our Content are owned by us, our licensors or certain other third parties. All right, title, and interest in and to Our Content available via the Website is the property of us or our licensors or certain other third parties, and is protected by U.S. and international copyright, trademark, trade dress, patent, or other intellectual property and unfair competition rights and laws to the fullest extent possible. We own the copyright in the selection, compilation, assembly, arrangement, and enhancement of Our Content on the Website.
    3. Limited License. We grant you a limited license to access and make personal use of the Website and Our Content only for noncommercial purposes and only to the extent such use does not violate these Terms. This license does not include any resale or commercial use of the Website; any collection and use of any product listings, descriptions, or prices; any derivative use of the Website; any downloading, copying, or other use of the Website for the benefit of any third party; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to you in these Terms are reserved and retained by us or Our Content providers. The Website may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without our express written consent. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of us without our express written consent. You may not use any meta tags or any other “hidden text” utilizing our name or trademarks without our express written consent. You may not misuse the Website. You may use the Website only as permitted by law. The foregoing limited license: (i) does not give you any ownership of, or any other intellectual property interest in, Our Content; and (ii) may be immediately suspended or terminated for any reason, in our sole discretion, and without advance notice or liability.
    4. Rights of Others. When using our Website, you must respect the intellectual property and other rights of us and others. Your unauthorized use of Our Content may violate copyright, trademark, privacy, publicity, communications, and other laws, and any such use may result in your personal liability, including potential criminal liability.
    5. Feedback. We or our licensors will own and retain all right, title and interest in and to: (i) any suggestion, enhancement request, recommendation, correction or other feedback provided by you relating to the subject matter of these Terms (collectively, “Feedback”); (ii) any and all performance data, test or evaluation results, or other metrics derived from our Website; and (iii) all intellectual property rights related to any of the foregoing. We expressly reserve all other rights in and to the foregoing. Any improvements, enhancements or other modifications created, prepared, produced, authored, edited, amended, conceived or reduced to practice by us (whether alone or together with you or any other third party or parties) arising out of or relating to Feedback are and will remain our sole and exclusive property.
    6. The Blog, News and Other Information Available on the Website. The blog, news, and all other information presented on or through the Website are made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.
12. INTERNATIONAL USERS.

The Website is controlled, operated and administered by us from the United States of America (“U.S.”). We make no representations or warranties that the Website is permissible, appropriate or available for use in other jurisdictions. If you access the Website from a location outside the U.S., then you do so by your own volition and you are solely responsible for compliance with all laws, regulations and rules (including local laws and any applicable U.S. export control laws). You must not use the Website or Our Content in a manner prohibited by any applicable state, federal, international or local laws, rules, restrictions or regulations.

13. DISCLAIMER OF WARRANTIES.

YOUR USE OF OUR WEBSITE, INCLUDING THE CONTENT, FUNCTIONALITY, OR INFORMATION CONTAINED WITHIN OUR WEBSITE, AND ANY WEBSITE-RELATED SERVICE THAT IS PROVIDED TO YOU, IS AT YOUR SOLE RISK. OUR WEBSITE, INCLUDING ANY CONTENT, FUNCTIONALITY, SOFTWARE OR INFORMATION CONTAINED WITHIN OUR WEBSITE AND ANY WEBSITE-RELATED SERVICE, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE AND OUR AFFILIATES, LICENSORS, AND OTHER RELATED PARTIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, REPRESENTATIVES, SHAREHOLDERS, MANAGERS, AND EMPLOYEES, EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, STATUTORY OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA, SATISFACTORY QUALITY, NON-INFRINGEMENT, AND ANY AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OR TRADE PRACTICE WITH RESPECT TO THE SAME.

Without limiting the generality of the foregoing, you acknowledge that all or a portion of the Website may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by us or by third-party providers, or because of other causes beyond our reasonable control. We will use commercially reasonable efforts to provide notice of any scheduled service disruption and to reinstate the affected Website.

NEITHER WE NOR OUR AFFILIATES, LICENSORS, AND OTHER RELATED PARTIES, OR OUR OR THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, SHAREHOLDERS, MANAGERS, REPRESENTATIVES, AND EMPLOYEES MAKE ANY REPRESENTATION OR WARRANTY THAT: (a) OUR WEBSITE (INCLUDING OUR PRODUCTS) WILL MEET YOUR REQUIREMENTS; (b) MATERIALS, SOFTWARE OR CONTENT AVAILABLE FROM THE WEBSITE ARE FREE OF INFECTION OR VIRUSES, WORMS, TROJAN HORSES, OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES; (c) OUR WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE (INCLUDING FREE FROM UNAUTHORIZED ACCESS), OR ERROR-FREE OR PROVIDE CONTINUOUS STORAGE OR ACCESS; (d) THE RESULTS OR INFORMATION THAT MAY BE OBTAINED FROM THE USE OF OUR WEBSITE WILL BE ACCURATE, COMPLETE, CURRENT, OR RELIABLE; (e) THE QUALITY OF ANY PRODUCTS, SERVICES, SOFTWARE, TECHNOLOGY, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR EXPECTATIONS; OR (f) ANY ERRORS IN OUR WEBSITE, INCLUDING THE SOFTWARE, WILL BE CORRECTED.

14. LIMITATIONS ON LIABILITY.

1. TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL WE, OUR AFFILIATES, OR OUR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, REPRESENTATIVES, SHAREHOLDERS, MANAGERS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR ITS SUBJECT MATTER, YOUR USE, OR INABILITY TO USE, OUR WEBSITE OR ANY WEBSITES LINKED TO IT, ANY CONTENT ON OUR WEBSITE OR SUCH OTHER WEBSITES, ANY SERVICES PROVIDED ON OR THROUGH OUR WEBSITE OR ANY LINKED WEBSITE, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS, DAMAGE, CORRUPTION OR RECOVERY OF DATA, BREACH OF DATA OR SYSTEM SECURITY, IMPAIRMENT, INABILITY TO USE, INTERRUPTION OR DELAY OF OUR WEBSITE OR SERVICES, VIRUSES, OR ERRORS, OMISSIONS OR OTHER INACCURACIES IN OUR WEBSITE OR ANY CONTENT ON OUR WEBSITE AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND REGARDLESS OF WHETHER WE WERE ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES.  

1. Certain state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these state laws apply to you, some or all of the above disclaimers, exclusions or limitations may not apply to you. In the event that the foregoing is determined or held to be inapplicable or unenforceable by any court, Arbitrator, arbitration panel or other tribunal, then the statute of limitations for the State of Florida, including Chapter 95, Florida Statutes, will apply to any such action, claim, dispute or proceeding referred to final or binding arbitration.

15. INDEMNIFICATION.

You agree to indemnify, defend and hold us and our owners, officers, directors, managers, shareholders, employees, contractors, representatives, and agents harmless from and against any and all losses, damages, settlements, costs, fees, penalties, causes of action, third party claims, expenses, and all other liabilities, including attorney’s fees and legal costs, arising out of, related to, or in connection with: (i) your use or misuse of the Website, or your connection to the Website; (ii) any information, material, or any other content that you submit or transmit through the Website; (iii) your violation or breach of any of these Terms; or (iv) your tortious misconduct, including fraud, and any other tort or your violation of any law or the rights of any third-party. These obligations will survive any termination of your relationship with us or your use of the Website or our services.

16. EQUITABLE REMEDIES.

You acknowledge that we may be irreparably damaged if these Terms are not specifically enforced, and damages at law would be an inadequate remedy. Therefore, in the event of a breach or threatened breach of any provision of these Terms by you, we will be entitled, in addition to all rights and remedies, to an injunction restraining such breach or threatened breach, without being required to show any actual damage or to post an injunction bond, or to a decree for specific performance of the provisions of these Terms. You agree that (notwithstanding Section 17 below) we may bring any action or proceeding with regard to such injunction restraining such breach or threatened breach in the courts of record of Palm Beach County, Florida. You consent to the exclusive jurisdiction of such court and waive any objection to the laying of venue of any such action or proceeding in such court. We may effect service of any court paper on you by mail or in such other manner as may be provided under applicable laws, regulations, rules of procedure or local rules.

17. DISPUTES: ARBITRATION AGREEMENT, AND CLASS ACTION WAIVER.

Please read this section carefully. Except as these Terms otherwise provide, you waive your rights to try any claim in court before a judge or jury and to bring or participate in any class, collective, or other representative action.

1. Agreement to Binding Arbitration

Before initiating arbitration, you acknowledge and agree that you will first give us an opportunity to resolve your problem or dispute. This includes sending a written description of your problem or dispute to us including information or representations related to our Website, products, or services and upon which you rely. You may seek to resolve any customer concerns through our support services at [EMAIL]. You agree to negotiate with us in good faith about your problem or dispute. If for some reason your problem or dispute is not resolved to your satisfaction within 30 days after our receipt of your written dispute, you agree to the dispute resolution provisions below.

By agreeing to these Terms, you agree that you are required to resolve any claim that you may have against us or the Website on an individual basis in arbitration, as set forth in this section. You and we agree that any disputes between us (including any disputes between you and a third-party agent of us) will be resolved through binding and final arbitration and not in a court. This includes (i) any dispute, claims, or controversy arising out of or relating to any part of these Terms, or the existence, breach, termination, enforcement, interpretation, or validity thereof; or (ii) your access to or use of our Website. Such dispute shall be submitted to the American Arbitration Association (“AAA”) for individual arbitration in Palm Beach County, Florida and shall be before one arbitrator. The arbitration shall be administered by the AAA pursuant to its Consumer Arbitration Rules and Procedures, only as modified by this Arbitration Agreement.

You and we agree that the arbitrator (“Arbitrator”), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether these Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel.

By agreeing to individual arbitration, you understand and agree that you are waiving your right to maintain other available resolution processes, such as a court action or administrative proceeding, to settle any disputes or claims. The rules in arbitration are different. There is no judge or jury. Although review is limited, an Arbitrator can award on an individual basis the same damages and relief as would be available in court, and must enforce the same limitations stated in these Terms as a court would.

1. No Class Action

You and we each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. This means that you and we each agree to arbitrate in our individual capacities only, not as a representative of a class, a member of a class, or a Private Attorney General. Likewise, an Arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.

1. Rules and Governing Law

The arbitration will be administered by the AAA in accordance with the Consumer Arbitration Rules then in effect, except as modified by this Arbitration Agreement. The AAA Rules are available at https://www.adr.org/sites/default/files/Consumer_Rules_Web_1.pdf. The rules of the arbitral forum will govern all aspects of the arbitration, except to the extent those rules conflict with these Terms.

Notwithstanding any choice of law or other provision in these Terms, the parties agree and acknowledge that this Arbitration Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”) will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this Arbitration Agreement or the enforcement thereof, then that issue shall be resolved under the laws of the State of Florida, without regard to its conflict of laws provisions.

1. Arbitration Process

You can begin the arbitration by submitting a Demand for Arbitration, which is a statement containing basic information about the dispute: (a) the names, addresses and phone numbers of the parties involved (you and us, in most cases); (b) a description of the dispute; and (c) a short statement of the relief you are seeking. The AAA provides a Demand for Arbitration form on its website, or you may contact the AAA at 800-778-7879.

Unless you and we agree otherwise in writing, in the event that any provision of this section is found not to apply to you or to a particular claim or dispute as a result of a decision by the Arbitrator or a court order, any claim or dispute that has arisen or may arise between you and us must be resolved exclusively by a state or federal court located in Palm Beach County, Florida. You and we will submit to the personal jurisdiction of the courts located within Palm Beach County, Florida for the purpose of litigating all such claims or disputes.

1. Arbitrator’s Decision

The Arbitrator will decide the substance of all claims exclusively in accordance with the laws of the State of Florida, including recognized principles of equity, and will honor all claims of privilege recognized by law. The Arbitrator will not be bound by rulings in prior arbitrations involving our other users, but is bound by rulings in prior arbitrations involving the same user to the extent required by applicable law.

Regardless of the manner in which the arbitration is conducted, the Arbitrator shall issue a reasoned written decision sufficient to explain the essential findings of fact and conclusions of law on which the award is based. Judgment on the award may be entered in any court having competent jurisdiction. This clause shall not preclude the parties from seeking provisional remedies in aid of arbitration from a court of competent jurisdiction. The Arbitrator’s decision shall be final and binding on all parties.

Judgment on any award rendered by the Arbitrator is final, binding and conclusive on you and us and your and our respective administrators, executors, legal representatives, successors and assigns.

With the exception of disclosures to affiliates and legal counsel, all negotiations and arbitration proceedings related to a dispute (including a settlement, award, or the documents and briefs exchanged or produced during arbitration) are confidential and may not be disclosed by the parties except to the extent necessary for interim measures or conservatory relief, the enforcement of an arbitration award, or as required by law.

1. Fees

Payment of all filing, administration and Arbitrator fees will be governed by the AAA’s applicable consumer rules. The parties shall be responsible for their own attorneys’ fees and costs in arbitration, unless they are authorized by law or the Arbitrator determines that a claim was frivolous or brought for an improper purpose or in bad faith. In addition, the provisions of Federal Rule of Civil Procedure 68 shall apply and be enforced by the Arbitrator.

18. MISCELLANEOUS.

You may not assign these Terms or your rights to use all or any portion of the Website without our prior written consent. No delay or omission by us to exercise any right or power under these Terms will impair any such right or power or be construed as a waiver thereof. A waiver by us in any one instance of any of the covenants, conditions, or agreements to be performed by you will not be construed as a waiver with respect to any succeeding instance in which the same provision may apply. We may update, amend, or change these Terms at any time. In all cases, your continued use of the Website after we make changes is deemed to be acceptance of all changes. The headings contained in these Terms are for convenience of reference only, are not to be considered a part of these Terms and will not limit or otherwise affect in any way its meaning or interpretation. These Terms are for the sole benefit of the parties and their respective permitted successors and permitted assigns and nothing herein, expressed, or implied, is intended to or will confer upon any other person any legal or equitable right, benefit or remedy of any nature whatsoever, under or by reason of these Terms. If any provision of these Terms is found by any court, Arbitrator, or administrative body of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability will not affect the other provisions of these Terms, which will remain in full force and effect. These Terms represent the entire understanding and agreement between us and you with respect to the subject matter hereof, and supersede all other negotiations, understandings, and representations (if any) made by and between us and you, whether orally or in writing. For purposes of these Terms, the words “include,” “includes” and “including” are deemed to be followed by the words “without limitation”, and the word “or” is not exclusive.

19. CONTACT US.

If you have any questions, comments, or concerns regarding these Terms or our Website, please contact us via email at: [email protected]