End User License Agreement
for Web Rider Software Mobile and Computer Desktop Service
This End User License Agreement (this “Agreement”) is a legal contract between the user of Web Rider (“you,” “your,” or “user”), and Monocle, Inc. (“Monocle,” “us,” “we,” “our”), and sets forth the terms and conditions of your use of our Web Rider software and service, including our payment processing capabilities, scheduling tools, website located at www.webriders.com (the “Site”), the download and use of our Web Rider mobile service (the “App”) (together, the “Service”), which includes any content, functionality, and services offered on or through the Site or App. All uses of the Service are subject to the terms and conditions of this Agreement. Please read this Agreement carefully. By accessing, browsing, downloading, or otherwise using the Service, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not accept the terms of this Agreement, or you are not at least 13 years old, you may not access, browse or use the Service, and you acknowledge that you are responsible for any claim or liability arising from your use of the Service.
NOTICE: This Agreement contains provisions that govern how claims you and Monocle have against each other can be brought (see Section 11 below). These provisions will, with limited exception, require you to submit claims you have against us to binding and final arbitration on an individual basis, not as a plaintiff or class member in any class, group or representative action or proceeding. As a user, you have an opportunity to opt out of arbitration with respect to certain claims as provided in Section 11.
By entering into to this Agreement, you expressly acknowledge that you understand this Agreement (including the dispute resolution and arbitration provisions in Section 11) and accept all of its terms. If you do not agree to be bound by the terms and conditions of this Agreement, you may not use or access the Web Riders Service.
To help ensure that we all read and understand this Agreement the same way, here are a few rules of interpretation that apply to this Agreement:
· references to users or persons shall be deemed to include individuals, companies, corporations, bodies corporate, limited liability companies, firms, partnerships, joint ventures, incorporated and unincorporated associations, organisations, trusts, states or agencies of state, government departments and local and municipal authorities, in each case whether or not having separate legal personality; and
· unless the context clearly requires otherwise, the terms “herein,” “hereunder,” “hereby,” “hereto,” “hereof” and any similar terms refer to this Agreement as a whole and not to any particular Section.
1. The Web Riders Service and Registration
Web Riders provides a service where persons seeking transportation and delivery of roll-off dumpsters and similar devices to certain locations (“End Users”), can be matched and connected with suppliers and haulers of dumpsters (“haulers”). Each End User must create a user account that enables access to the Web Riders Service. Any decision by an End User to contract for services from a hauler is a decision made in such user’s sole discretion. Each delivery, transportation, use of, and removal of a dumpster provided by a hauler to the End User shall constitute a separate agreement between such persons.
End Users can register to access and use the Services. Registration includes filling out questionnaires and documents. We do not control or confirm user generated content. Monocle is not responsible for the truthfulness or reliability of any information provided by a user. We have no control over the acts or omissions of any user, on or off the Service. We are not responsible for the performance or conduct of any user or other person using the Service.
Warning: ALL USE OF THE SERVICE IS AT YOUR SOLE RISK.
To use the Services, you must register for an account by completing all required registration documents. As part of the registration process, you must provide: (a) information about yourself that is truthful, current, complete and accurate; and (b) update this information as often as necessary to keep it accurate.
You are solely responsible for maintaining the confidentiality of your password, username and all uses of your account. You agree not to use the account, username or password of anyone else. Multiple accounts are prohibited. You agree to have only one account and to keep your password secret. You agree to notify Monocle immediately of any unauthorized use of your account.
By registering to become a user, you warrant and represent that:
1. You are 18 years of age or older;
2. All information you provide to us is truthful, current, complete and accurate and you will update the information to maintain its accuracy; and
3. You will comply with all applicable laws, rules and regulations in connection with your use of the Services, any services arranged through the Service, and any interactions with other users including being legally authorized to work in the jurisdiction in which you seek to provide any services.
2. Ownership, License, and Restrictions
The Service is licensed, not sold, to you. All right, title and interest (including all copyrights, trademarks and other intellectual property rights) in the Service belong to us or our third-party licensors.
We grant you a nontransferable, revocable, limited license to use the Service lawfully on a mobile device or computer desktop that you own or control. You may not install or use the Service on a mobile device or computer desktop you do not own or control.
Any use of the Service not explicitly permitted by this Agreement is a breach and may violate intellectual property laws. If you violate any part of this Agreement, your permission to use the Service automatically terminates and you must immediately cease using the Service and destroy all copies, full or partial, of the content made available on or through the Service.
Monocle owns all material and content of this Service. All content is protected under intellectual property and proprietary rights laws. You may use the Service and its content and materials only for the purposes stated in this Agreement. You may copy the content for your own personal, non-commercial us, provided you do not alter it or remove any copyright, trademark or other proprietary notice. No other use of the Service’s content including but not limited to text, graphics, logos, sound, images, photographs, video, or software is permitted without the express written consent of Monocle and where applicable, the copyright holder. This Agreement does not grant you any right, title, interest, license (express or implied) to any patent, trademark, service mark, copyright, trade secret or other intellectual property right of Monocle.
WEB RIDERS, the WEB RIDERs logo and any other product and service names that we may present on the Service are trademarks or registered trademarks of Monocle. Other trademarks, service marks or logos that appear on the Service may be the property of third parties and are likely to be registered trademarks and subject to restrictions as to their use. Your use of the Service does not grant you a right or license to use or reproduce any Monocle or third-party trademarks without first receiving the express permission of both Monocle and the trademark owner.
3. Contracting with Haulers
The Service allows End Users to find and connect to haulers to hire delivery and removal services. We are not a transportation carrier or a moving or hauling or freight carrier. It is up to the End User and the hauler to offer and provide the delivery, pick-up, transportation, removal, hauling and disposal services that may be scheduled through the hauler’s web site. We offer information and a platform to facilitate finding and contracting for the arrangement of delivery, pick-up, transportation, removal, hauling and disposal services, but we do not, and do not intend to, provide transportation services or act in any way as a transportation carrier or a moving or hauling or freight carrier. We have no responsibility or liability for any delivery, pick-up, transportation, removal, hauling or disposal services provided to you or by you through the Service.
In order to contract with a hauler, you will have to specify certain information about your requirements, which may include the delivery address, the type of materials or items you may deposit into the dumpster, contact information, and the date and time of delivery and pick-up. Using the address you provide, we will use commercially reasonable efforts to connect you with a hauler to perform the project for you.
You will make contracts with haulers, not with us. You will process your payments and deposits, if any, through a third party payment transaction provider.
Price: The price of the goods or services will be specified on the hauler’s web site at the time of acceptance of your purchase order. Prices quoted are based on the information you submit to the hauler.
Delivery: Hauler will endeavor to deliver dumpsters on the agreed delivery dates but Monocle will not under any circumstance be liable for any failure or delay in delivery. Check delivery terms of your hauler contract.
Use of Dumpsters: Usage restrictions will be stated by the hauler, and you should read the hauler’s terms and restrictions carefully. Generally, most haulers require that while refuse dumpsters are in your possession, you will not: light fires in the dumpster; place or allow to be placed into the dumpster: substances hazardous to health such as toxic or corrosive materials or liquids or any other hazardous substances; any liquids of any kind whether contained or not; cans, drums or other containers of any kind unless they are empty and crushed; so incapable of carrying any liquid; medical waste of animal carcasses of any kind or quantity; any other material not listed above however considered unsuitable for containment e.g. malodorous waste; Including but not limited to: asbestos, paint, tires, gas bottle, fridges, freezers, TVs, fluorescent tubes, light bulbs, vehicle batteries, computer monitors, fibrolite, liquids and solvents; fill any dumpster higher than the top of its sides and in such a manner as to prevent spillage of material from the refuse dumpster either while stationary or in transit; move any dumpster without hauler’s consent. If your needs differ from these general restrictions you should discuss it in detail with the hauler.
Risk: You may be liable to hauler for any damage to dumpsters which occurs while in your possession, subject to fair wear and tear – check your hauler’s contract terms carefully.
Access and Ground Conditions: Check your hauler contract terms carefully. In most cases, you will be responsible for the provision of free and suitable access to and from the delivery site (including the removal and reinstatement of local obstructions) and for ensuring suitable ground conditions for the delivery, placement and removal of the dumpster. We and haulers are not liable for the damage to any surface and you should therefore take steps to protect surfaces (e.g. paving slabs, soft ground) before delivery.
Third Party Liability: You shall fully and completely indemnify Monocle in respect of all claims by any person whatsoever for injury to person or loss or damage to property howsoever caused including all costs and charges in connection therewith and arising from or in connection with the transportation, delivery, removal, or use of the dumpster.
Insurance and Notification of Accidents: You shall be responsible for obtaining all prudent insurance, including third party liability and insurance against loss or damage to or resulting from use of the dumpster.
Order Cancellation and Variation: Carefully check the contract terms with your hauler as they apply to cancellation or variation of your order. Additional fees may apply.
4. Website Links
The Service provides links to third-party websites or services and may link you automatically to sponsors or third-party’s websites or services. We provide these links solely as a convenience to you. Monocle does not maintain, review, endorse, verify, make any representations, or take responsibility for the content, truthfulness, accuracy, quality or completeness of the content, products, services or other materials of linked sites. You understand and accept that you take full responsibility for your use of hauler’s and any other third-party websites or services.
Your correspondence and business dealings with haulers or others found on or through the Service including the payment and delivery of products and services, and any terms, conditions, warranties and representations associated with such dealings, are solely between you and the hauler. Any complaints, concerns or questions you may have relating to materials provided by third parties should be forwarded directly to the third party.
YOU AGREE THAT MONOCLE WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, RESOURCES OR CONTENT AVAILABLE THROUGH ANY THIRD PARTY DEALINGS OR COMMUNICATIONS, OR FOR ANY HARM RELATED THERETO, OR FOR ANY DAMAGE OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH YOUR USE OF OR RELIANCE ON THE CONTENT, ADVERTISING, OR BUSINESS PRACTICES OF ANY THIRD PARTY. Reference on the Service to any product, process, publication or service of any hauler or other third party by trade name, domain name, trademark, trade identity, service mark, logo, manufacturer or otherwise does not constitute or imply our endorsement or recommendation. We request that End inform us of any errors or inappropriate material found on hauler’s sites that we link to.
5. User Content
We may offer both End Users and haulers the ability to submit information, data, images, and text to the Service (“User Content”). User Content includes any content that users upload, post, or transmit to or through the Service including, without limitation, literary works, audiovisual works, artwork, and any other work subject to protection under law, including, but not limited to, patent, trademark, trade secret, and copyright laws. We do not pre-screen any User Content but reserve the right to refuse or delete any User Content in our sole discretion. In addition, we have the right, but not the obligation, in our sole discretion to refuse or delete any User Content that we reasonably consider to violate this Agreement or be otherwise illegal or inappropriate. We do not guarantee the accuracy, integrity, or quality of any User Content, and under no circumstances will we be liable in any way for any User Content, including liability for any errors or omissions in any User Content or for any loss or damage of any kind incurred as a result of the use of any User Content uploaded, posted, emailed or otherwise transmitted via the Service.
You hereby grant us an unrestricted, assignable, sublicensable, revocable, royalty-free license throughout the universe to reproduce, distribute, publicly display, communicate to the public, publicly perform (including by means of digital audio transmissions and on a through-to-the-audience basis), make available, create derivative works from, retransmit from external sites, and otherwise exploit and use all User Content you post to or through the Service by any means, through any media and formats now known or hereafter developed, for the purpose of providing the Service as authorized by this Agreement. You further grant us a royalty-free license to use your user name, image, and likeness to identify you as the source of any of your User Content. You must not post any User Content on or through the Service or transmit to us any User Content that you consider to be confidential or proprietary.
6. Third-Party Services
Your use of the Service requires third party services and equipment such as a compatible mobile device or computer desktop, internet access, and a telecommunications carrier. Obtaining and maintaining the third-party services and equipment necessary to use the Service is your responsibility
Third-party services may display, include, or make available content, data, information, services or materials from third parties or provide links to additional third party websites. Access to third-party services may require you to accept additional terms and conditions.
We are not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such third party services or their content. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party services, third party content or websites, lack of service, dropped calls, equipment defects, or for any other materials, products, or services of third parties.
8. Disclaimer of Warranty and Representations; Limitations of Liability
Any use of the Service shall be at your sole risk. The Service and the information you access through the use of the Service is provided on an “AS IS", "WITH ALL FAULTS" and “AS AVAILABLE" basis and without warranty, express or implied to the fullest extent permissible pursuant to applicable law.
THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR COURSE OF PERFORMANCE. WITHOUT LIMITING THE FOREGOING, MONOCLE, ITS SUBSIDIARIES, AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE SERVICE OR USER CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR RESULT IN ANY BENEFIT OR REVENUE; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS INCLUDING ANY FAILURE OF ANY SERVICE TO MEET YOUR EXPECTATIONS. WE ARE NOT RESPONSIBLE IN ANY WAY FOR OFFERS MADE BY THIRD PARTIES THROUGH OUR SERVICE. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD.
Electronic Communications Privacy Act Notice (18 USC §2701-2711): MONOCLE MAKES NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON OUR SERVICE OR ANY WEBSITE OR APP LINKED TO OUR SERVICE. Monocle is not liable for the privacy of email addresses, registration and identification information, communications, confidential or trade-secret information, or any other User Content stored on our equipment, transmitted over networks accessed by our Service, or otherwise connected with your use of the Service.
We are not responsible for the performance, actions, or inactions of any user, whether End User or hauler, whether identified through the Service, in public, private, or offline interactions, or otherwise. We do not have control over, and have no liability or responsibility for, the quality, timing, legality, suitability, reliability, timeliness, or accuracy of any End User or hauler, or the failure of any End User or hauler to provide the services requested or payment required therefor or for the integrity, responsibility or any of the actions or omissions whatsoever of any End User or hauler. We do not have control over, and has no responsibility for, any damage to the property of any user.
LIMITATION OF LIABILITY
IN NO EVENT WILL MONOCLE AND ITS AFFILIATES BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, REGARDLESS OF THE NATURE OR BASIS OF THE CLAIM, RESULTING FROM ANY USE OF THE SERVICE, OR THE CONTENTS THEREOF OR OF ANY HYPERLINKED WEBSERVICE OR MOBILE APPLICATION INCLUDING WITHOUT LIMITATION ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, FAILURE OF PERFORMANCE, DELAY IN OPERATION OF TRANSMISSION, COMPUTER VIRUS OR EQUIPMENT OR NETWORK FAILURE OR OTHERWISE, EVEN IF THERE IS NEGLIGENCE BY MONOCLE OR AN AUTHORIZED MONOCLE RESPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS CONDITIONED UPON YOUR WAIVER OF ANY RIGHT TO SUE MONOCLE AND ITS AFFILIATES OR TO PARTICIPATE IN ANY CLASS ACTION SUIT FOR DAMAGES OR LOSSES RESULTING FROM YOUR USE OF THE SERVICE.
YOU AGREE THAT MONOCLE WILL NOT BE LIABLE FOR ANY DAMAGE RESULTING FROM YOUR USE OR INABILITY TO USE THIS SERVICE. THIS PROTECTION COVERS CLAIMS BASED ON WARRANTY, CONTRACT, TORT, STRICT LIABILITY, AND ANY OTHER LEGAL THEORY. THIS PROTECTION COVERS MONOCLE AND ITS AFFILIATES, AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS. THE TOTAL, CUMULATIVE, LIABILITY OF MONOCLE, INCLUDING ALL AFFILIATES, AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, IF ANY, FOR LOSSES OR DAMAGES SHALL BE LIMITED TO THE AMOUNT OF YOUR ACTUAL DAMAGES, NOT TO EXCEED U.S. $100.00. THE LIMIT OF LIABILITY MAY NOT BE EFFECTIVE IN SOME STATES. IF YOU ARE DISSATISFIED WITH THE SERVICE OR THE CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE.
You agree at your expense to indemnify, defend and hold harmless Monocle and its affiliates from any and all loss, damage or liability including reasonable attorney’s fees arising from any third-party claim, action or allegations of infringement based on: (1) information, content or data you submitted in connection with the Service; (2) your use of this Service in breach of any term or condition in this Agreement; and (3) any violation of an applicable law, regulation or rights of another including misrepresentation and fraudulent conduct.
9. Maintenance and Support Services
Any maintenance or support service made available by us is at our discretion, which we may initiate or cease providing at any time without notice to you. You acknowledge that the creator, developer, or seller of your mobile device or computer desktop, e.g., Apple or Microsoft, and your wireless carrier are not responsible for providing maintenance and support services for the Service.
10. Location Data
We may collect, maintain, process, and use your location data, including the real-time geographic location of your mobile device as necessary to provide the Service's full functionality. By using or activating any location-based services on your mobile device, you agree and consent to our collection, maintenance, publishing, processing and use of your location data to provide you with such services. We do not collect location data in a form that personally identifies you. You may withdraw this consent at any time by turning off the locationbased feature on your mobile device or by not using any location-based features. Location data may not be accurate. We do not guaranty the availability, accuracy, completeness, reliability, or timeliness of information or location displayed by the Service.
11. Choice of Laws, Jurisdiction, Dispute Resolution and Arbitration Agreement
By downloading or using the Service, you expressly agree that these Terms shall be governed by and construed in accordance with the laws of the state of Colorado, without giving effect to its conflict of law provisions or your actual state or country of residence.
Dispute Resolution - Agreement to Binding Arbitration Between You and Monocle.
You and Monocle mutually agree to waive our respective rights to resolution of disputes in a court of law by a judge or jury and agree to resolve any dispute by arbitration, as set forth below. This agreement to arbitrate (“Arbitration Agreement”) is governed by the Federal Arbitration Act and survives after this Agreement terminates or your relationship with Monocle ends. Any arbitration under this Agreement will take place on an individual basis; class arbitrations and class actions are not permitted. Except as expressly provided below, this Arbitration Agreement applies to all Claims (defined below) between you and Monocle, including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders.
Except as expressly provided below, all disputes and claims between us (each a “Claim”) shall be exclusively resolved by binding arbitration solely between you and Monocle. These Claims include any dispute, claim or controversy, whether based on past, present, or future events, arising out of or relating to: this Agreement and prior versions thereof (including the breach, termination, enforcement, interpretation or validity thereof), the Web Rider Service, any other goods or services made available through the Service, your relationship with Monocle, the threatened or actual suspension, deactivation or termination of your user account or this Agreement, payments made by you or any payments made or allegedly owed to you, any promotions or offers made by Monocle, breach of any express or implied contract or covenant, claims arising under federal or state consumer protection laws, claims arising under antitrust laws, claims arising under the Telephone Consumer Protection Act and Fair Credit Reporting Act, and claims arising under the Uniform Trade Secrets Act, the Defending Trade Secrets Act, the Civil Rights Act of 1964, Americans With Disabilities Act, and state statutes, if any, addressing the same or similar subject matters, and all other federal and state statutory and common law claims. All disputes concerning the arbitrability of a Claim (including disputes about the scope, applicability, enforceability, revocability or validity of the Arbitration Agreement) shall be decided by the arbitrator, except as expressly provided below.
By agreeing to arbitration, you understand that you and Monocle are waiving the right to sue in court or have a jury trial for all Claims, except as expressly otherwise provided in this Arbitration Agreement. This Arbitration Agreement is intended to require arbitration of every claim or dispute that can lawfully be arbitrated, except for those claims and disputes which by the terms of this Arbitration Agreement are expressly excluded from the requirement to arbitrate.
Prohibition of Class Actions and Non-Individualized Relief.
You understand and agree that you and Monocle may each bring Claims in arbitration against the other only in an individual capacity and not on a class, collective action, or representative basis (“Class Action Waiver”). You understand and agree that you and Monocle both are waiving the right to pursue or have a dispute resolved as a plaintiff or class member in any purported class, collective or representative proceeding.
The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on any basis other than an individual basis. The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on a class, collective, or representative basis.
Notwithstanding any other provision of this Agreement, this Arbitration Agreement or the AAA Rules, disputes regarding the scope, applicability, enforceability, revocability or validity of the Class Action Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. In any case in which: (1) the dispute is filed as a class, collective, or representative action and (2) there is a final judicial determination that the Class Action Waiver is unenforceable as to any Claims, the class, collective, or representative action on such Claims must be litigated in a civil court of competent jurisdiction, but the Class Action Waiver shall be enforced in arbitration on an individual basis as to all other Claims to the fullest extent possible.
Every arbitration pursuant to this Arbitration Agreement shall be administered by the American Arbitration Association (“AAA”) pursuant to its Consumer Arbitration Rules that are in effect at the time the arbitration is initiated, as modified by the terms set forth in this Agreement. Notwithstanding the foregoing, if requested by you and if proper based on the facts and circumstances of the Claims presented, the arbitrator shall have the discretion to select a different set of AAA Rules, but in no event shall the arbitrator consolidate more than one person’s Claims, or otherwise preside over any form of representative, collective, or class proceeding.
Copies of these rules can be obtained at the AAA’s website (www.adr.org) (the “AAA Rules”) or by calling the AAA at 1-800-778-7879.
As part of the arbitration, both you and Monocle will have the opportunity for reasonable discovery of non-privileged information that is relevant to the Claim. The arbitrator may award any individualized remedies that would be available in court. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claims. The arbitrator will provide a reasoned written statement of the arbitrator’s decision which shall explain the award given and the findings and conclusions on which the decision is based.
The arbitrator will decide the substance of all claims in accordance with applicable law, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different customers, but is bound by rulings in prior arbitrations involving the same customer to the extent required by applicable law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof, provided that any award may be challenged in a court of competent jurisdiction.
Arbitration Fees and Awards.
The payment of filing and arbitration fees will be governed by the relevant AAA Rules subject to the following modifications:
If an End User initiates arbitration under this Arbitration Agreement after participating in the optional negotiation process described below and are otherwise required to pay a filing fee under the relevant AAA Rules, Monocle agrees that, unless your claim is for $5,000 or more, your share of the filing and arbitration fees is limited to $50, and that, after you submit proof of payment of the filing fee to Monocle, Monocle will promptly reimburse you for all but $50 of the filing fee. If, however, the arbitrator finds that either the substance of your claim or the relief sought in the claim is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all such fees will be governed by the AAA Rules.
If Monocle initiates arbitration under this Arbitration Agreement, Monocle will pay all AAA filing and arbitration fees.
Location and Manner of Arbitration.
Unless you and Monocle agree otherwise, any arbitration hearings will take place in Denver, Colorado. If your Claim is for $10,000 or less, Monocle agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as determined by the AAA Rules. If your Claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules.
Exceptions to Arbitration.
This Arbitration Agreement shall not require arbitration of the following types of claims: (1) small claims actions brought on an individual basis that are within the scope of the small claims court’s jurisdiction; and (2) claims that may not be subject to arbitration as a matter of law.
Nothing in this Arbitration Agreement prevents you from making a report to or filing a claim or charge with the Equal Employment Opportunity Commission, U.S. Department of Labor, Securities Exchange Commission, National Labor Relations Board, or Office of Federal Contract Compliance Programs, or similar local, state or federal agency, and nothing in this Arbitration Agreement shall be deemed to preclude or excuse a party from bringing an administrative claim before any agency in order to fulfill the party's obligation to exhaust administrative remedies before making a claim in arbitration, however you knowingly and voluntarily waive the right to seek or recover money damages of any type pursuant to any administrative complaint and instead may seek such relief only through arbitration under this Agreement. Nothing in this Agreement or Arbitration Agreement prevents your participation in an investigation by a government agency of any report, claim or charge otherwise covered by this Arbitration Provision.
Optional Pre-Arbitration Negotiation Process.
Before initiating any arbitration or proceeding, you and Monocle may agree to first attempt to negotiate any dispute, claim or controversy between the parties informally for 30 days, unless this time period is mutually extended by you and Monocle. A party who intends to seek negotiation under this subsection must first send to the other a written notice of the dispute, describing the nature and basis of the claim or dispute, and setting forth the specific relief sought. All offers, promises, conduct and statements, whether oral or written, made in the course of the negotiation by any of the parties, their agents, employees, and attorneys are confidential, privileged and inadmissible for any purpose, including as evidence of liability or for impeachment, in arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the negotiation.
If any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.
You will defend, indemnify and hold us, our officers, directors, employees, agents, licensors, and vendors, harmless from and against any claims, actions or demands, liabilities and settlements including without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your breach of this Agreement, or your access to, use of the Service, whether by act, omission or negligence, including but not limited to any claims involving intellectual property, marks or copyrights.
14. Amendment and Supplement
We have the right, at any time and without prior written notice, to amend or supplement these Terms. Your access or use of the Service after the date of such amended or supplemented Terms constitutes acceptance of such amended or supplemented Terms, and all changes apply to all access to and use of the Service thereafter. However, any changes to the dispute resolution provisions set out in the foregoing Section 12 will not apply to any disputes for which the parties have actual notice before the date the change is posted on the Service.
You may use the Service only for lawful purposes and in accordance with the Terms. You are responsible for any activity that occurs through your account and for maintaining the confidentiality of your user identification and password used to access the Service.
You shall not use the Service to engage in, or assist others to engage in, any of the following:
For technical questions, call (720) 598-0519 x103 (8:00 AM - 5:00 PM MST time Monday-Friday)
If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions. This is the entire Agreement between the parties relating to the subject matter herein. As a user of the Service, you agree to contact us prior to seeking legal recourse for any harm you believe you have suffered from your use of the Service. In the event that you believe our Service has harmed you, you agree to inform us and to give us thirty (30) days to cure the harm before initiating any action. You also agree that you must initiate any cause of action within one (1) year after the claim has arisen, or you will be barred from pursuing any cause of action.