Terms of Use
Last Updated: September 14, 2026
Introduction
These Terms of Use (the “Terms”) govern your use of our website, https://www.rafar.com (the “Site”), as well as any products or services that refer to or link to the Terms (the “Services”).
THESE TERMS CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND US. THE TERMS CONTAIN AN ARBITRATION REQUIREMENT AND WAIVER OF THE RIGHT TO BRING CLASS ACTIONS. THIS AGREEMENT ALONG WITH ANY OTHER TERMS THAT MAY BE POSTED ON THE SITE, AND ANY OTHER WRITTEN AGREEMENTS OR CONTRACTS BETWEEN YOU AND US THAT INCORPORATE THESE TERMS BY REFERENCE, SET FORTH THE COMPLETE TERMS AND CONDITIONS UNDER WHICH YOU MAY ACCESS AND USE THE SITE AND THE SERVICES.
IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT USE THE SITE OR THE SERVICES. BY USING THE SITE, YOU EXPRESSLY ACCEPT AND CONSENT TO THESE TERMS WITHOUT QUALIFICATION.
The Site and Services are intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use the Site or Services. If you use or access the Site or Services, you represent and warrant that you are of legal age to enter into any agreement through them and to become bound by the applicable terms.
You can contact us with questions by phone at (212) 743-6900, via email to legal@rafar.com, or through U.S. Mail to 45 W 25th St, 10th Floor, New York NY 10010. For additional information about how we collect, use, and disclose, personal information through the Site, please visit our Privacy Policy. In the event of a conflict between the applicable Privacy Notice and these Terms, the Privacy Notice shall take precedence.
Access & Use
We provide you with certain information and functionality through the Site and/or Services. You are solely responsible for providing all equipment necessary to establish a connection to the Internet, access to the Internet, and any telephone, wireless or other connection and service fees associated with such access. If you choose to access the Site, you do so on your own initiative and are solely responsible for compliance with applicable law and/or regulations.
We have the right, but not the obligation, to take any of the following actions without providing any prior notice to you: (a) change or terminate all or any part of the Site or the Services; (b) restrict or terminate your access to all or any part of the Site or the Services; or (c) reuse, move, or remove any content that is available on the Site and any material that you submit to the Site.
By using the Site or Services, you represent and warrant that: (1) all information you submit will be true, accurate, current and complete; (2) you will maintain the accuracy of all such information and promptly update such information as is necessary; (3) you have the legal capacity to and you agree to comply with these terms; (4) you are not a minor in the jurisdiction in which you reside; (5) you will not access the Site or Services through automated or non-human means, whether through a bot, script, or otherwise; (6) you will not use the Site or Services for any illegal or unauthorized purpose; and (7) your use of the Site or Services will not violate any applicable law or regulation. If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your access to and/or use of the Site or Services, or any portion thereof.
Subject to your compliance with these Terms, we hereby grant you permission to access and use the Site and the Services, provided that you shall not (and shall not allow any third party to):
(a) engage in commercial use of the Site or any content on the Site;
(b) reproduce, copy, display, store, perform, re-post, publish, transmit, distribute, sell, offer for sale, license, modify, create derivative works, or otherwise use any portion of the content offered on the Site for other than your own personal, non-commercial use;
(c) remove any copyright, trademark or other proprietary information contained in or on the Site or Service or in or on any content or other material obtained via the Site or the Services;
(d) except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape or index any portion of the Site or the Services;
(e) collect or harvest any information about other users or members for any purpose;
(f) reformat or frame any portion of the web pages that are part of the Site or the Services;
(g) create or transmit unwanted electronic communications such as “spam” to other users or members of the Site or the Services or otherwise interfere with other users’ or members’ enjoyment of the Site or the Services;
(h) Circumvent, disable, or otherwise interfere with or attempt to override or vulnerability-test any security-related features of the Site or Services, including features that prevent or restrict the use or copying of any content or enforce limitations on the use of the Site, or to transmit any viruses, worms, defects, Trojan horses or other items of a destructive nature;
(i) use the Site or the Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material, including any material that may be deemed threatening or obscene;
(j) copy or modify the HTML code used to generate web pages on the Site;
(k) use any device, software or procedure that interferes with the proper working of the Site or the Services, or otherwise attempt to interfere with the proper working of the Site or the Services;
(l) take any action that imposes, or may impose in our sole discretion, an unreasonable or disproportionately large load on our IT infrastructure;
(m) modify, adapt, translate, or reverse engineer any portion of the Site or the Services;
(n) Use vulgar, profane, abusive or discourteous language in any email or form entry, or otherwise on or through the Site; or
(o) use the Site or the Services, intentionally or unintentionally, to violate any applicable international, national, federal, state, provincial, or local law or regulation.
We reserve the right to change, modify, or remove the contents of the Site or Services at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Site or Services. We will not be liable to you or any third party for any modification, suspension, or discontinuance of the Site or Services.
We cannot guarantee the Site or Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Site or Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Site or Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Site or Services during any downtime or discontinuance of the Site or Services. Nothing in these Terms will be construed to obligate us to maintain and support the Site or Services or to supply any corrections, updates, or releases in connection therewith.
Additional Requirements
Certain aspects of the Site or Services may be subject to additional requirements, guidelines, other technical and non-technical specifications, or other rules or policies in addition to those set forth in these Terms (the “Additional Requirements”). In the event of a conflict between the Additional Requirements and these Terms, the Additional Requirements shall take precedence.
Modifications
We reserve the right, in our sole discretion, to make changes or modifications to these Terms at any time and for any reason. We will alert you about any changes by updating the “Last Updated” date of these Terms, and you waive any right to receive specific notice of each such change. Changes will be effective immediately upon posting. It is your responsibility to periodically review these Terms to stay informed of updates. You will be subject to and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms by your continued use of the Services after the date such revised Terms are posted. IF ANY MODIFICATION IS NOT ACCEPTABLE TO YOU, YOUR SOLE AND EXCLUSIVE REMEDY AND RECOURSE IS TO DISCONTINUE USE OF THE SITE AND THE SERVICES.
We reserve the right to, any time and from time to time to suspend or discontinue, temporarily or permanently, the Site or any part thereof, or any or all of the Services, or any Site features, with or without notice and without liability to you. You agree that we have no responsibility or liability for the failure of the Site or Services and the deletion of other content maintained or transmitted thereby. You further agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site or Services.
Electronic Communications and Signatures
Visiting the Site or using our Services, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirement that such communication be in writing. You hereby agree to the use of electronic signatures, contracts, and other records, and to electronic delivery of notices, policies, and records. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
Our Rights
You acknowledge that we have the right to investigate and prosecute violations of these Terms, including intellectual property, publicity and privacy rights infringement and security issues, to the fullest extent of the law. The Company may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that we have no obligation to monitor your access to or use of the Site or the Services, but have the right to do so for the purpose of operating the Site and Services, to ensure your compliance with these Terms or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. We may otherwise manage the Site or Services in a manner that is designed to protect our rights and property and to facilitate their proper functioning.
Site Content Generally
It is solely your responsibility to evaluate the accuracy, completeness, and usefulness of all opinions, advice, statements, representations, services, and other information provided through the Site. The Company does not endorse or represent the reliability, accuracy or quality of any information, goods, services or products displayed or advertised on the Site. The Company makes no representations or warranties, express or implied, with respect to the information provided on this Site.
There may be information on the Site or Services that contains typographical errors, inaccuracies, or omissions, including descriptions, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Site or Services at any time, without prior notice.
Third-Party Links
The Site may contain links to third-party websites or resources, including articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties. Access to such third-party websites, services or resources are included solely for the convenience of Users. By leaving the Site, you may be subject to the terms and conditions and the privacy policies or other terms and conditions of such third-party websites. You acknowledge and agree that any responsibility and/or liability for your interactions with such third-party websites, services, or resources shall be governed by their terms and conditions.
Ownership of Intellectual Property and Submissions
You acknowledge and agree that the Site and the Services use and contain intellectual property, and proprietary and confidential technology owned by or licensed to the Company, including source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics, as well as the trademarks, service marks, and logos contained therein, unless otherwise expressly indicated (the “Content and Marks”). Such Content and Marks are protected, to the fullest extent possible, by applicable intellectual property and other laws and international treaties in the United States and around the world and are provided “AS IS” for your personal, non-commercial use or internal business use only. You must abide by all copyright notices, information, or restrictions contained in or attached to any Company Content and Marks. All trademarks are the property of their respective owners. We reserve all rights not expressly granted to you in and to the Site, Services, Content and Marks.
Any breach of these intellectual property rights will constitute a material breach of our Terms and your right to use our Site and Services will terminate immediately.
By directly sending us any question, comment, suggestion, idea, feedback, or other information (“Submission”), you agree to assign to us all intellectual property rights, title, and interest in such Submission. You agree that we shall own this Submission and be entitled to its unrestricted use and dissemination for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you.
By sending us Submissions, you:
Confirm that you have read and agree with our Terms and will not post, send, publish, upload, or transmit to us any Submission that is illegal, harassing, hateful, harmful, defamatory, obscene, bullying, abusive, discriminatory, threatening to any person or group, sexually explicit, false, inaccurate, deceitful, or misleading;
To the extent permissible by applicable law, waive any and all moral rights to any such Submission;
Warrant that any such Submission are original to you or that you have the necessary rights and licenses to submit such Submissions and that you have full authority to grant us the above-mentioned rights in relation to your Submissions; and
Warrant and represent that your Submissions do not constitute confidential information.
You are solely responsible for your Submissions and you expressly agree to reimburse us for any and all losses that we may suffer because of your breach of: (a) this section, (b) any third party’s intellectual property rights, or (c) applicable law.
Individuals who believe their work is the subject of copyright infringement and appears on the Site or Services, or who believe their intellectual property rights have otherwise been infringed, please provide the following information to legal@rafar.com:
Signature of the person whose rights have allegedly been infringed, or an authorized representative of that person;
Identification of the copyrighted work or intellectual property alleged to have been infringed;
Identification of the material that is allegedly infringing your rights;
Your contact information, including your name, address and email address;
A statement that you have a good faith belief that use of the material in the manner complained of infringes your rights; and
A statement that the information you provided is accurate and that you are the owner of an exclusive right that has been infringed or are authorized to act on behalf of the owner.
Indemnity
You agree to indemnify, defend and hold the Company and our respective officers, directors, employees, shareholders, successors, agents, affiliates, subsidiaries and relevant third parties including advertisers, distribution partners, referral partners, service providers, licensors, licensees, consultants and contractors (collectively the “Indemnified Parties”) harmless from and against any claims, liabilities, losses, costs, damages or expenses including reasonable attorneys’ fees and costs, directly or indirectly, arising out of or in any way relating to: (a) your negligence or misconduct; (b) your information or material submitted through the Site or the Services; (c) your conduct, including your use of the Site and the Services; (d) your connection to the Site; (e) any violation or breach of these Terms; (f) any violation or infringement of any intellectual property, privacy, publicity, confidentiality or proprietary rights of any third-party as a result of your use of the Site or Services (collectively, the “Claims”). You are solely responsible for defending any such Claims, and for payment of losses, costs, damages or expenses resulting from the foregoing to both a third party and to the Indemnified Parties. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such Claims. We will use reasonable efforts to notify you of any such Claim, action, or proceeding which is subject to this indemnification upon becoming aware of it. You shall notify the Company immediately if you become aware of any actual or potential claims, suits, actions, allegations or charges that could affect yours or the Company’s ability to fully perform their respective duties or to exercise its rights under these Terms. You shall not, without the prior written approval of the Company, settle, dispose or enter into any proposed settlement or resolution of any Claim (whether having been finally adjudicated or otherwise) brought against you, if such settlement or resolution results in any obligation or liability for the Company.
Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE:
YOUR USE OF THE SITE AND THE SERVICES IS AT YOUR SOLE RISK. THE SITE AND THE SERVICES AND ALL OTHER MATERIALS, INFORMATION, PRODUCTS, AND SERVICES INCLUDED THEREIN, ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS WITHOUT WARRANTIES OF ANY KIND. WITH RESPECT TO THE SITE AND INFORMATION AND MATERIAL IN THE SITE, COMPANY EXPRESSLY DISCLAIMS ALL GUARANTEES, WARRANTIES, AND REPRESENTATIONS OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COURSE OF DEALING OR COURSE OF PERFORMANCE.
THE COMPANY MAKES NO REPRESENTATION OR WARRANTY: (A) REGARDING THE SECURITY, ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS AND PERFORMANCE OF THE SITE OR THE SERVICES; (B) REGARDING THE SERVICES, INFORMATION OR LINKS OBTAINED THROUGH THE SITE; (C) THAT THE SITE OR THE SERVICES, OR ANY INFORMATION AND MATERIALS THEREIN, WILL MEET YOUR REQUIREMENTS; (D) THAT THE SITE OR THE SERVICES, OR ANY FUNCTIONS CONTAINED IN THE SITE, WILL BE ERROR-FREE, SECURE, TIMELY, OR UNINTERRUPTED; (E) THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR INFORMATION AND MATERIALS THEREIN WILL BE ACCURATE, RELIABLE, OR AVAILABLE, (F) THAT ANY ERRORS IN THE SITE OR INFORMATION OR MATERIALS THEREIN WILL BE CORRECTED; OR (G) THAT THE SITE AND ITS CONTENTS AND SERVER THAT MAKES THE SITE AVAILABLE ARE FREE OF ANY VIRUSES OR OTHER HARMFUL COMPONENTS.
ANY MATERIAL, INFORMATION, PRODUCTS OR SERVICES DOWNLOADED OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COMPANY OR FROM YOUR USE OF THE SITE OR SERVICES, SHALL CREATE ANY REPRESENTATION OR WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN REPRESENTATIONS OR WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Limitations of Liability
THE COMPANY AND ITS OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, SUCCESSORS, AGENTS, AFFILIATES, SUBSIDIARIES AND RELEVANT THIRD PARTIES INCLUDING ADVERTISERS, DISTRIBUTION PARTNERS, REFERRAL PARTNERS, SERVICE PROVIDERS, LICENSORS, LICENSEES, CONSULTANTS AND CONTRACTORS (COLLECTIVELY THE “PARTIES”) WILL NOT BE LIABLE FOR:
A. ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING LOSS OF USE, DATA OR PROFITS, COST OF PROCURING SUBSTITUTE PRODUCTS OR BUSINESS INTERRUPTION), WHETHER BASED ON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, YOUR ACCESS AND USE OF OR INABILITY TO ACCESS OR USE THE SITE AND/ OR ANY RENTCAFÉ SERVICE, ANY MATERIALS AVAILABLE TO YOU FROM OR THROUGH THE SITE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), WHETHER THE DAMAGES ARE FORESEEABLE, EVEN IF THE EVENTS OF CIRCUMSTANCES WERE FORESEEABLE AND WHETHER OR NOT THE INDEMNIFIED PARTIES, OR ANY OF THEM, HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN THE POSSIBILITY OF SUCH DAMAGES;
B. THE CONTENTS OF ANY COMMUNICATION, MESSAGE, OR INFORMATION SENT BY YOU OR OTHER THIRD PARTIES;
C. THE CONTENT, SERVICES OR INFORMATION PROVIDED BY ANY WEBSITE PURPORTING TO BE OPERATED BY THE COMPANY OR THEIR AFFILIATES, BUT NOT ACTUALLY AFFILIATED WITH, CONTROLLED, OWNED, OR OPERATED BY COMPANY;
D. THE CONTENT OF ANY WEBSITE NOT CONTROLLED, OWNED, OR OPERATED BY THE COMPANY THAT IS ACCESSED FROM OR LINKED TO THIS SITE; AND/OR
E. ANY DAMAGES OR INJURY CAUSED BY, INCLUDING BUT NOT LIMITED TO, ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OF TRANSMISSION, COMPUTER VIRUS, OR LINE FAILURE.
You acknowledge that the limitations set forth above are an essential basis of the bargain and of the allocation of risks between the parties. Some states or jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to you. If you are dissatisfied with any portion of the Site, or with any of these Terms, your sole and exclusive remedy is to discontinue use of the Site and Services.
Dispute Resolution
PLEASE READ THIS “DISPUTE RESOLUTION” SECTION CAREFULLY. IT LIMITS THE WAYS YOU CAN SEEK RELIEF FROM THE COMPANY AND REQUIRES YOU TO ARBITRATE DISPUTES ON AN INDIVIDUAL BASIS WITH LIMITED EXCEPTIONS. IN ARBITRATION, THERE IS NO JUDGE OR JURY, AND DISCOVERY AND APPELLATE REVIEW ARE MORE LIMITED THAN IN COURT PROCEEDINGS.
Informal Dispute Resolution Procedure. Due to the significant costs arising from legal disputes, not only in dollars but also in time and energy, both you and the Company agree to the following informal dispute resolution procedure so that we can understand each other’s concerns, the facts behind those concerns, and hopefully reach a reasonable resolution. In the event of any controversy, claim, action, disagreement or dispute arising out of or related to your use of or visit to the Site or Services, or the breach, enforcement, interpretation, or validity of this Agreement or any part of it (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory) (“Dispute”), you acknowledge and agree that you will first make a good faith effort to resolve any such Dispute informally as described below (“Informal Dispute Resolution Procedure”) before initiating any formal dispute proceeding in arbitration or otherwise.
Dispute shall have the broadest possible meaning. This includes any Dispute that arose, was asserted, or involved facts occurring before the existence of this or any prior Agreement as well as any Dispute that may arise after the termination of this Agreement.
The party asserting the Dispute shall first try in good faith to settle such Dispute by providing written notice to the other party that describes the facts and circumstances (including any relevant documentation) of the Dispute. The written description (the “Dispute Notice”) must be on an individual basis, and for any Dispute you initiate, you agree to provide at least the following information: your name, address, and email address; a detailed and individualized description of the nature and basis of the Dispute, expressly including any available documentation supporting or otherwise evidencing your Dispute that is in your possession or available to you through a third party; and a description of the specific relief sought, including the damages and/or injury you claim to have suffered, and how your requested relief was calculated. Your written description must be personally signed by you.
As part of the Informal Dispute Resolution Procedure, you must make a good faith effort to resolve the Dispute before you may pursue more formal means of resolution, including without limitation arbitration or any court action. The Informal Dispute Resolution Procedure requires all Dispute descriptions to be sent to the Company by certified US mail or by a reputable delivery service by which the delivery and receipt may be tracked, as follows:
The Rafar Group, 45 W 25th St, 10th Floor, New York NY 10010
And to you at: the last-used email address you have provided to us.
The Informal Dispute Resolution Procedure requires us to negotiate in good faith about the Dispute. Within 60 days after receiving a complete Dispute Notice, the parties are required to conduct an individual meet-and-confer in person, or via teleconference or videoconference, that addresses only the Dispute between you and the Company (the “Conference”). We will participate in the Conference through one or more representatives, which may include our counsel. If such an informal Conference takes place, it shall be individualized, such that a separate Conference must be held each time either party intends to commence individual arbitration; multiple individuals initiating claims cannot participate in the same informal dispute resolution Conference. If either party is represented by counsel, that party’s counsel may participate in the informal conference, but the party also must appear at and participate in the conference.
The Informal Dispute Resolution Procedure is a prerequisite and condition precedent that must be satisfied prior to commencing any formal Dispute resolution proceeding, including arbitration or court proceedings. You and we agree that any relevant limitations period and filing fees or other deadlines will be suspended while we engage in this Informal Dispute Resolution Procedure. A court shall have the authority to enjoin the filing or prosecution of arbitrations based on a failure to strictly comply with this Informal Dispute Resolution Procedure. A party may raise non-compliance with this Informal Dispute Resolution Procedure in court and/or in connection with the arbitration.
If the Dispute is not resolved satisfactorily within thirty (30) days after the Conference, you and the Company agree to the additional Dispute resolution provisions below.
Notwithstanding the foregoing, the parties agree as a condition precedent that unless you have strictly complied with the Informal Dispute Resolution Procedure, we shall not be obligated to pay any of the arbitration fees.
Mutual Arbitration Agreement. To the extent a Dispute is not resolved through the Informal Dispute Resolution Procedure described above, you and we agree to resolve the Dispute through confidential, final and binding individual arbitration in accordance with the terms of this Agreement (“Arbitration Agreement”) rather than litigate the dispute in court, except as expressly provided below. You agree to give up your right to go to court to assert or defend your rights under this Agreement and with respect to any Dispute. This Arbitration Agreement is intended to be broadly interpreted and consistent with the Federal Arbitration Act.
Notwithstanding the foregoing, each party retains the right to (1) elect (at any time prior to the appointment of an arbitrator) to have any Disputes heard in small claims court on an individual basis for Disputes, or such portions thereof, within the scope of such court’s jurisdiction, provided the proceeding remains in small claims court and is not removed or appealed to a court of general jurisdiction, and (2) seek injunctive or other equitable relief in a state or federal court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s IP or other confidential or proprietary information or intellectual property rights. Any disputes not subject to arbitration shall be resolved by a court located in Hudson County, New Jersey, and you agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action. You further agree that, to the extent permitted by law, (a) any such claims will be brought and maintained solely on an individual basis and not as part of any class, consolidated, collective, or representative capacity; and (b) waive any claim of forum non-conveniens, regardless of where you access, visit and/or use the Site. Pursuant to this Arbitration Agreement, the parties shall exchange non-privileged information relevant to the Dispute.
Any Dispute subject to arbitration shall be settled by binding arbitration before Judicial Arbitration and Mediation Services (“JAMS”), in a location determined by the arbitrator as set forth herein (provided that such location is reasonably convenient for claimant), or at such other location as may be mutually agreed upon by the parties, in accordance with the procedural rules for commercial disputes set forth in the Comprehensive Arbitration Rules and Procedures of JAMS (“JAMS Rules and Procedures”) then prevailing, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. You agree that the Company accommodating any location request for your convenience will not subject the Company to personal jurisdiction in such forum. The parties agree that the arbitration will be administered by JAMS in accordance with the JAMS Consumer Arbitration Minimum Standards currently in effect and which are available at https://www.jamsadr.com/consumer-minimum-standards/.
However, notwithstanding the above, if you file a demand for arbitration that is one of twenty-five (25) or more similar demands for arbitration filed against the Company by parties represented by the same law firm or law firms acting in coordination (“Mass Arbitration”), the arbitration of the Dispute, and all other Disputes constituting the Mass Arbitration, shall be conducted in accordance with the JAMS Mass Arbitration Procedures and Guidelines, including the JAMS Mass Arbitration Fee Schedule (the “Mass Arbitration Procedures”), or any successor rules or procedures intended to or having the effect of reducing the cost of Mass Arbitration. The Mass Arbitration Procedures are available at http://www.jamsadr.com/mass-arbitration-procedures/. For more information about JAMS and the arbitration process, please visit its website at https://www.jamsadr.com.
Any arbitration demand or counterclaim asserted by either party must contain sufficient information to provide fair notice to the other party of the asserting party’s identity, including the first and last name, physical address and email address of the claimant, the claims being asserted, the factual allegations on which they are based, representative information and proof that the claimant is a party to this Arbitration Agreement and to these Terms and Conditions. Each arbitration demand also must be accompanied by a sworn declaration from counsel averring that the information in the demand is true and correct to the best of the representative’s knowledge and the claims are warranted by existing law. The arbitrator or Process Administrator and/or other JAMS representative (collectively, “JAMS Representative”) may require amendment of any demand or counterclaim that does not satisfy these requirements. The JAMS Representative has the right to impose sanctions for any Disputes determined to be frivolous or improper (under the standard set forth in Federal Rule of Civil Procedure 11), including for any arbitration claim filed on behalf of a claimant who is not a party to this Arbitration Agreement or to these Terms and Conditions. The JAMS Representative also has the right to disqualify a party’s counsel if the counsel’s representation of a party would present a conflict of interest. The arbitrator has the authority to grant motions dispositive of all or part of any Dispute.
Payment of all filing, administration, and arbitrator fees will be governed by the Mass Arbitration Procedures.
Notwithstanding the foregoing, issues related to the scope, validity, and enforceability of this Arbitration Agreement are for a court to decide. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. Your use of this Site, these Terms and Conditions and any Dispute arising under or related to these Terms and Conditions or related to use of this Service will be governed by the laws in effect in the State of New Jersey, without reference to its conflicts of law principles. You understand that the laws of the jurisdiction where you access, visit and/or use the Site may be different than New Jersey’s but you nevertheless agree to the application of New Jersey law for any Dispute. You understand that these provisions are an essential aspect of our ability to provide the Site to you, and that we would not be able to do so without these provisions. If you do not intend to honor these provisions, do not access the Site.
Class Action and Collective Relief Waiver. YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT ALLOWED BY LAW, THERE SHALL BE NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED OR LITIGATED ON A CLASS, JOINT, COLLECTIVE OR CONSOLIDATED BASIS OR IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC, OR AS A PRIVATE ATTORNEY GENERAL OR FOR PUBLIC INJUNCTIVE RELIEF. UNLESS BOTH YOU AND THE COMPANY OTHERWISE AGREE IN WRITING, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS (EXCEPT AS SET OUT IN THE MASS ARBITRATION PROCEDURES), AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF ANY CLASS, JOINT, COLLECTIVE OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY AWARD RELIEF (INCLUDING ANY DECLARATORY OR INJUNCTIVE RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO RESOLVE AN INDIVIDUAL PARTY’S DISPUTE. THE ARBITRATOR MAY NOT AWARD RELIEF FOR OR AGAINST ANYONE WHO IS NOT A PARTY TO THE PROCEEDING.
THIS CLASS ACTION AND COLLECTIVE RELIEF WAIVER IS AN ESSENTIAL PART OF THIS “DISPUTE RESOLUTION” SECTION, AND IF IT IS DEEMED INVALID OR UNENFORCEABLE WITH RESPECT TO A PARTICULAR CLAIM OR DISPUTE, NEITHER YOU NOR THE COMPANY IS ENTITLED TO ARBITRATION OF SUCH CLAIM OR DISPUTE. NOTWITHSTANDING THE FOREGOING, IF A COURT DETERMINES THAT THE CLASS ACTION AND COLLECTIVE RELIEF WAIVER IS NOT ENFORCEABLE AS TO A PARTICULAR CLAIM OR REQUEST FOR RELIEF OR A REQUEST FOR PUBLIC INJUNCTIVE RELIEF AND ALL APPEALS FROM THAT DECISION HAVE BEEN EXHAUSTED (OR THE DECISION IS OTHERWISE FINAL), THEN THE PARTIES AGREE THAT THAT PARTICULAR CLAIM OR REQUEST FOR RELIEF MAY PROCEED IN COURT BUT SHALL BE STAYED PENDING ARBITRATION OF THE REMAINING CLAIMS AND REQUESTS FOR RELIEF.
TO THE FULLEST EXTENT PERMITTED BY LAW, AN ARBITRATION OF ANY DISPUTE SUBJECT TO THIS ARBITRATION AGREEMENT MUST BE FILED WITHIN ONE (1) YEAR OF THE DATE OF THE OCCURRENCE OF THE EVENT OR FACTS GIVING RISE TO SUCH DISPUTE, OTHERWISE, THE CLAIM IS BARRED AND THE RIGHT TO PURSUE SUCH DISPUTE IS WAIVED.
BY ENTERING INTO THIS AGREEMENT, YOU WAIVE YOUR RIGHT TO PARTICIPATE IN OR BRING A CLASS ACTION IN COURT OR A CLASS ARBITRATION. ALL PARTIES MUST BE INDIVIDUALLY NAMED. TO THE FULLEST EXTENT PERMITTED BY LAW, THERE SHALL BE NO RIGHT OR AUTHORITY FOR ANY DISPUTES TO BE ARBITRATED OR LITIGATED IN COURT ON A CLASS ACTION OR CONSOLIDATED BASIS ON BEHALF OF OTHER USERS, CLAIMANTS, SUBSCRIBERS, REGISTRANTS OR OTHER PERSONS SIMILARLY SITUATED, OR BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC (SUCH AS A PRIVATE ATTORNEY GENERAL). YOU AND THE COMPANY KNOWINGLY AND IRREVOCABLY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM.
AS STATED MORE FULLY ABOVE, ALL PARTIES WAIVE ANY CLAIM TO INDIRECT, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR MULTIPLIED DAMAGES ARISING FROM OR OUT OF ANY DISPUTE WITH US.
Arbitration Location, Form, and Fees. For all U.S. residents, the arbitration, including any in-person hearings for the arbitration, shall take place virtually, in Jersey City, New Jersey, unless you and we agree otherwise. For non-U.S. residents, the arbitration, including any in-person hearings for the arbitration, shall be held in Jersey City, New Jersey, unless you and we agree otherwise.
If your total claims seek less than $10,000, and you do not seek injunctive or declaratory relief, then the arbitration will be conducted solely on the basis of documents that you and we submit to the arbitrator, unless the JAMS Representative determines that a hearing is necessary. If your total claims exceed $10,000 or seek declaratory or injunctive relief, either party may request (or the arbitrator may determine) to hold a hearing, which shall be via videoconference or telephone conference unless the parties agree otherwise.
Unless otherwise prohibited by law or agreed by the parties, all arbitration proceedings and all related records will be confidential and closed to the public and any parties other than you and the Company, except as necessary to obtain court confirmation of the arbitration award or if relevant to related arbitration proceedings.
Your responsibility to pay any JAMS filing, administrative, and/or arbitrator fees will be solely as set forth in the applicable Mass Arbitration Procedures. If, however, you are able to demonstrate that the costs of arbitration will be prohibitive for you as compared to the costs of litigation or as otherwise provided for under applicable law, the Company will reimburse as much of the filing, administration, and/or arbitrator fees deemed necessary by the Mass Arbitration Procedures, JAMS Representative or applicable law to prevent the arbitration from being cost-prohibitive to you.
Batch Arbitration. To increase the efficiency of administration and resolution of Mass Arbitrations, in the event 25 or more arbitration demands asserting the same or substantially similar facts or claims, and seeking the same or substantially similar relief are presented for filing with JAMS against the Company by individual claimants represented by or with the assistance of the same law firm or organization or law firms or organizations acting in coordination, the parties agree (i) to administer the Mass Arbitration in batches of 25 demands per batch (if there are fewer than 25 arbitration demands left over after the initial batching, a final batch will consist of the remaining demands) with only one batch filed, processed, and adjudicated at a time; (ii) to designate one arbitrator for each batch; (iii) to accept applicable fees, including any related fee reduction determined by JAMS in its discretion, such as one filing fee, case management fee, and arbitrator compensation fee due per side per batch or otherwise; (iv) that no other demands for arbitration that are part of the Mass Arbitration may be filed, processed, or adjudicated until the then-active batch of 25 is filed, processed, and adjudicated; (v) that fees associated with a demand for arbitration included in a Mass Arbitration, including fees owed by the Company and the claimants, shall only be due after your demand for arbitration is included in a set of batch proceedings and that batch is properly designated for filing, processing, and adjudication; and (vi) that the staged process of batched proceedings, with each set including 25 demands (or less as above), shall continue until each demand (including your demand) is adjudicated or otherwise resolved. The Arbitrator selection for each batch shall be conducted in accordance with the applicable Mass Arbitration Procedures for such selection. You agree to cooperate in good faith with the Company and JAMS to implement such a “batch approach” or other similar approach to provide for an efficient resolution of claims, including the payment of combined reduced fees, set by JAMS in its discretion, for each batch of claims or as otherwise determined by JAMS. The parties further agree to cooperate with each other, JAMS and its representatives to establish any other processes or procedures that JAMS believes will provide for an efficient resolution of claims. Any disagreement between the parties as to whether this provision applies or as to the process or procedure for batching shall be resolved by a procedural arbitrator appointed by JAMS. This “Batch Arbitration” provision shall in no way be interpreted as authorizing class arbitration of any kind. Unless the Company otherwise consents in writing, the Company does not agree or consent to class arbitration, private attorney general arbitration, or arbitration involving joint or consolidated claims under any circumstances, except as set forth in this section. If your demand for arbitration is included in the Mass Arbitration, your claims will remain suspended until your demand for arbitration is decided, withdrawn, or is settled, and any statutes of limitations will be tolled.
The Arbitrator will issue a written statement stating the disposition of each claim with a concise written statement of the essential findings and conclusions on which the disposition is based.
The parties agree that this batching provision is integral to the Arbitration Agreement insofar as it applies to a Mass Arbitration. If the batching provision in this section is found to be invalid, unenforceable, or illegal, then the entirety of this Arbitration Agreement shall be null and void, and neither you nor the Company shall be entitled to arbitrate any claim that is a part of the Mass Arbitration.
The Company expressly reserves its right to raise unique defenses as to each claimant in connection with this batching process.
Changes. The Company reserves the right to change this “Dispute Resolution” section. If the Company changes this “Dispute Resolution” section after the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement), you agree that your continued use of the Site after such change will be deemed acceptance of those changes when notice of the revised Dispute Resolution section is provided to you including, but not limited, via this Site. If you do not agree to such change, you may reject any such change by providing us written notice of such rejection by certified mail or trackable delivery service to: 515 Marin Blvd, Jersey City, NJ 07302, within 30 days of the date such change became effective, as indicated in the “Last Updated” stated within the updated terms. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this “Dispute Resolution” section. By rejecting changes, you are agreeing that you will arbitrate any dispute between you and the Company in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement, as applicable).
Enforcement
The Company does not assume responsibility to you or others for any failure by the Company to enforce the provisions contained in the Terms.
Termination
You agree that we, in our sole discretion and with or without notice, may terminate your use of the Site or any part thereof, or any or all of the Services, for any reason, including without limitation, for lack of use by you or if we believe that you have violated or acted inconsistently with the letter or spirit of the Terms, or for no reason. We may also in our sole discretion and at any time discontinue providing the Site, or any part thereof, or any or all of the Services with or without notice, including by blocking certain IP addresses. You agree that any termination of your access to the Site under any provision of the Terms may be affected without prior notice, and acknowledge and agree that the Company may immediately bar any further access to the Site. Further, you agree that the Company shall not be liable to you or any third party for any termination of your access to the Site or the Services. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
Authority
You hereby represent and warrant to the Company that: (a) you have all the requisite power and authority, corporate or otherwise, to enter into the binding contract created by these Terms, conduct yourself and your business and to execute, deliver, and perform all of your obligations under this Agreement; (b) you have the right to grant the licenses granted under these Terms; (c) your performance under these Terms and/or the rights granted herein do not and will not conflict with or result in a breach or violation of any of the terms or provisions, or constitute a default under any contract or agreement, to which you are currently bound or will become bound in the future; and (d) your performance under these Terms will comply with all applicable laws, rules and regulations (including, without limitation, export control, privacy and obscenity laws), domestic or foreign.
General
Governing Law. For all legal proceedings arising out of use of the Site and/or relating to the Terms, these Terms and the relationship between you and the Company shall, irrespective of any choice of laws rules, be governed by and construed in accordance with the laws of the State of New Jersey. You and the Company hereby irrevocably and unconditionally submit to the jurisdiction of courts located in Hudson County, New Jersey, and the parties consent to the personal jurisdiction of such courts and expressly waive any right they may otherwise have to cause any such action or proceeding to be brought or tried elsewhere. You and the Company irrevocably waive, to the fullest extent permitted by law, any objection that you may now or hereafter have to the laying of the venue of any proceeding brought in any such court or any claim that a legal proceeding commenced in such court has been brought in an inconvenient forum.
Waiver. The failure to exercise or enforce any right or provision shall not affect the Company’s right to exercise or enforce such right or provision at any time thereafter, nor shall a waiver of any breach or default of these Terms constitute a waiver of any subsequent breach or default or a waiver of the provision itself.
Severability. If any portion of these Terms is found by a court of competent jurisdiction to be invalid or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in such provision, and, notwithstanding such finding, the remaining provisions of these Terms shall remain in full force and effect.
Entire Agreement. These Terms, the terms incorporated herein, and any other terms agreed to in writing by the parties or by way of your use of the Site or the Services shall constitute the entire and exclusive understanding and agreement between you and the Company regarding this subject matter, and shall supersede any and all prior or contemporaneous representations or understandings relating to this subject matter.