Terms of Use
Last Updated: October 3, 2023
These Terms of Use (“Terms”), among other things, govern your use of ServantPC.com and all other websites of Servant Keeper (collectively, “Site”), all internet or mobile applications offered by Servant Keeper (collectively, “Application”), and all other programs, services, functionality, and/or products made available on such Site or Application or otherwise related thereto, including all giving or donation services (“Giving Services”) (all of the foregoing collectively referred to as the “Services”). The Services (including the Site and Application) are owned or otherwise operated by Servant Keeper, LLC (“Servant Keeper”). References to “you” or “your” throughout these Terms mean you as a visitor, someone who has created a user account, or a user of any of Servant Keeper’s Services, as applicable.
THESE TERMS ARE IMPORTANT. THEY AFFECT YOUR RIGHTS. PLEASE READ THESE TERMS CAREFULLY AND MAKE SURE THAT YOU UNDERSTAND EACH PROVISION AS THEY CONTAIN IMPORTANT INFORMATION ABOUT THE SERVICES PROVIDED TO YOU. THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. PLEASE CAREFULLY REVIEW THE SECTION TITLED “ARBITRATION” FOR MORE INFORMATION. THESE TERMS LIMIT SERVANT KEEPER’S LIABILITY AND THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
By accessing or using the Services or by clicking an “I Accept” button as part of a registration process or otherwise demonstrating your consent to these Terms, you confirm your agreement to be bound by these Terms. If you do not agree to these Terms, do not access or use the Services. These Terms expressly supersede prior agreements, understandings, or arrangements with you regarding the subject matter of these Terms. Separate supplemental terms may apply to certain Services and such supplemental terms will be disclosed to you in connection with the applicable Services. Supplemental terms are in addition to, and shall be deemed a part of, these Terms for the purposes of the applicable Services.
TABLE OF CONTENTS FOR TERMS OF USE
1.……………….. UPDATES TO TERMS AND TO SERVICES
2.……………….. PERSONAL INFORMATION
Registration and Provision of Information
Modification and Termination of Accounts or Services
4.……………….. DONATIONS AND GIVING SERVICES
5.……………….. License, Use, and Restrictions for Services
6.……………….. Third Party LINKS AND THIRD PARTY TERMS
7.……………….. Suspension and Deactivation
8.……………….. Term and Termination
9.……………….. INTELLECTUAL PROPERTY
12.…………….. Limitation of Liability
Agreement to Binding Arbitration
Servant Keeper may amend these Terms from time to time. Amendments will be effective as of the date Servant Keeper has posted such amendments on Servant Keeper’s website. Your continued access or use of the Services after such notice and posting confirms your consent to be bound by the Terms, as amended. If you disagree with the amended terms, do not continue to use the Services.
You acknowledge and agree that Servant Keeper may modify (or otherwise discontinue) any portion, or all, of the Services (including the Site and/or Application) in any way and at any time, with or without notice. Servant Keeper shall have no liability for any such change or discontinuance. You further acknowledge and agree that, while Servant Keeper has attempted to provide accurate information on or through the Services, such information may change frequently and in no event will Servant Keeper be responsible for the accuracy, timeliness, reliability, usefulness, or completeness of any information, materials, or other content, or that any such information, materials, or other content is the most up-to date.
Servant Keeper’s collection and use of personal information in connection with the Services is defined and described in Servant Keeper’s Privacy Policy, which may be amended from time to time (“Privacy Policy”).
Registration and Provision of Information
In order to use certain aspects of the Services, you must register for and maintain an active, personal account with Servant Keeper (“Account”). You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain an Account or use Services. Your use of the Services or Account registration will require you to submit to Servant Keeper certain personal information, such as your name, address, mobile phone number, age, and at least one valid payment method supported by Servant Keeper. By agreeing to the Terms you represent (a) that you are at least 18 years old and reside in a state, region, or country in which the Services may legally be provided, (b) you are the person whose name and other information have been provided to Servant Keeper, (c) that you have not previously been suspended or removed from the Services, and (d) that your registration and your use of the Services is in compliance with any and all applicable laws and regulations. If you are using the Services on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind such organization to these Terms and you agree to be bound by these Terms on behalf of such organization. You agree to provide and maintain accurate, complete, and up-to-date information. Your failure to provide and maintain accurate, complete, and up-to-date information, including any invalid or expired payment method, may result in your inability to access or use the Services.
All the information that you supply to Servant Keeper in creating your Account or otherwise using any Service must be accurate. You are responsible for maintaining the confidentiality of your Account and password. Servant Keeper may reject any user name for any reason. Unless otherwise permitted by Servant Keeper in writing, you may only possess one Account. You may not authorize third parties to use your Account.
You agree that you are responsible for all fees, charges, and donations submitted or incurred through use of the Access Credential assigned to you and linked to your Account. In the event of a lost or stolen Access Credential, you are responsible for immediately notifying Servant Keeper. You agree to be liable for any and any and all fees, charges, and donations submitted or incurred due to usage of the lost or stolen or unauthorized access to your Access Credential (unless due to Servant Keeper’s negligence) until Servant Keeper has been notified.
If you utilize any of Servant Keeper’s giving or donation functionality (“Giving Services”), whether provided through a Site, Application or otherwise through the Services, you acknowledge and agree to the following:
- The particular organization selected by you (“Donee”) or its designated third-party payment processor, and not Servant Keeper, will process online donations and gifts for the amounts you select for the Donee. Transaction fees may be deducted from online donations or gifts.
- Only the authorized credit card holder or checking account owner may donate through the Giving Services. A third party may not use the donor’s card or account information or enter donations on behalf of the donor. All donations made through the Giving Services are non-refundable and the Donee will have complete discretion and control over the use of all donated funds.
- The Giving Services may only be used for donations and not part gift and part sale transactions.
- Donor information will be shared with the Donee in connection with the donation.
- When you send a text message to Servant Keeper or use the Giving Services for purposes of utilizing the text-to-give functionality, you will be disclosing your cell phone number to Servant Keeper, and you hereby consent to receiving a hyperlink to the Giving Services donation portal via text message. In order to stop receiving texts from Servant Keeper, respond to the text message by typing “STOP.” You may receive a subsequent message confirming your opt-out request. Message and data rates may apply.
- You may elect to use the Giving Services for future donations or gifts. This allows the Donee (and its designated agent) to process and receive payments with your authorization on a recurring or periodic basis. If you elect to initiate recurring donations (“Recurring Donations”), you are authorizing the Donee (and its designated agent) to store and automatically charge your selected method of payment in the payment amount (including fees and charges) and frequency that you designated, without further consent or instructions from you. You may pause (and later resume) your Recurring Donations by following the instructions available through the Services. If you wish to cancel your Recurring Donations, you must do so by revoking your authorization within the time frame specified by Donee.
- Once a payment or donation is processed, such payment or donation cannot be cancelled and neither the Donee nor its designated agent have any obligation to honor any request to stop, correct, reverse or recall any payment or donation. If you make any changes to a payment method stored with the Donee (or its designated agent) or linked account is changed, any Recurring Donations associated with that stored payment method or linked account may be paused, cancelled or otherwise adversely affected. Revoking an authorization for a specific Recurring Donations schedule will not cancel other authorizations for Recurring Donations. If you pause or cancel a Recurring Donation, you may still owe money for the donation or gift.
- If you schedule a Recurring Donation, the Recurring Donation amount you specified will be billed to the credit or debit card, bank account, or other account you designate during the donation or Account registration process. If you want to designate a different credit, debit card or bank or other account, or if there is a change in such cards or accounts, you must change such information through the Services. This may temporarily delay your ability to make online donations or payments while your new payment information is verified.
- You acknowledge and agree that any processing or collection of donations or gifts by Donees may be subcontracted or delegated to a third-party payment processor selected by the Donee. Servant Keeper has no liability or responsibility for any such processing or collection of donations or gifts.
- You may edit, update, add, or delete your payment methods by accessing your Account. Your payment information is stored by the Donee’s third-party payment processor and not Servant Keeper or the Donee.
- When using the Giving Services, you acknowledge and agree that you will comply with (i) to the extent applicable to you, all rules, regulations, and requirements of Visa, Mastercard, American Express, Discover, or any other card association or network organization and (ii) any terms and conditions of Donee and its designated payment processor that apply or relate to the Giving Services (including any payments or donations made using the Giving Services).
- Servant Keeper is not a money transmitter or financial institution.
- Your financial institution(s) may also charge fees for processing your payment and/or if you have insufficient funds to cover a payment, and/or for currency conversions. You are solely responsible for these fees and charges.
Subject to your continued compliance with these Terms, Servant Keeper grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to: (a) if you have been granted access to a Service, to access and use such Service solely for your personal, non-commercial use; and (b) access and view any content, information and related materials that may be made available through such Services to which you have been granted access solely in connection with clause (a). Any rights not expressly granted herein are reserved by Servant Keeper.
You will not: (i) remove, obscure, or modify any copyright, trademark or other proprietary notices from any portion of any Service; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, or otherwise exploit any Service; (iii) decompile, reverse engineer, or disassemble any Service; (iv) link to, mirror or frame any portion of any Service; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of any Service or that unduly burden or hinder the operation and/or functionality of any aspect of any Service; (vi) attempt to gain unauthorized access to or impair any aspect of any Service or any related systems or networks; (vii) use any Service in any manner that could cause harm, nuisance, annoyance, inconvenience, damage, or adversely affect any person or Servant Keeper’s reputation or property; (viii) use any Service in violation of (or in any attempt to abuse, exploit or circumvent) any applicable laws, rules, or regulations or for any unlawful, fraudulent, deceitful, illegal, dishonest, or misrepresentative purpose (including, but not limited to, fraud or money laundering); or (viii) conduct or perform any denial-of-service attack or a distributed denial-of-service attack. Further, you will not use any Service if you are located, residing, working, or conducting business in any country restricted by U.S. Office of Foreign Assets Control (OFAC) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of State’s Designated Foreign Terrorist Organizations List, as applicable, as may be amended from time to time, or any other sanctions.
The Services may contain links to other websites. Servant Keeper is not responsible for the content, accuracy, or opinions express in such websites, and such websites are not investigated, monitored or checked for accuracy or completeness by Servant Keeper. Inclusion of any linked website does not imply approval or endorsement of the linked website by Servant Keeper. If you decide to access these third party sites, you do so at your own risk.
In addition to the above, additional third party notices, terms and conditions, or other requirements may apply to the Services (and to your access or use of such Services), including to access specific portions or features of the Services. Such additional third party notices, terms and conditions, or other requirements may include, but are not limited to, any terms and conditions contained in the applicable Application store or those relating to third party payment processors used by any Donee.
Servant Keeper may suspend your Account or your access to the Services, with or without notice, if you violate any provision of these Terms (including, but not limited to, if your payment method is declined or otherwise has an insufficient balance). Upon any suspension of your Account, all Services associated with your Account will be suspended or otherwise made inaccessible until and unless all issues are addressed and resolved by you, to Servant Keeper’s satisfaction, and within the time frame specified by Servant Keeper.
Servant Keeper also reserves the right (in Servant Keeper’s sole and absolute discretion) to: (a) deactivate any Accounts which have not been active for at least six (6) months, (b) delete data in deactivated Accounts, (c) stop providing any Service to you or access to any Service at any time for any reason and without prior notice, and (d) close your Account. In the event of any closure of your Account, you may be prohibited from reopening your Account, opening a new account or accessing any existing account.
You agree (i) to hold Servant Keeper harmless from and against any and all claims, losses or damages arising from any suspension, deletion, termination, or closure of your Account or any Service and (ii) that Servant Keeper shall not be liable, in any way, for any suspension, deletion, termination, or closure as set forth in these Terms.
These Terms shall commence upon the earlier of your use of any Service or by clicking an “I Accept” button (or equivalent) and shall continue until terminated.
Servant Keeper may terminate these Terms (or close your Account and/or your access to the Services) at any time and for any reason.
You may stop using the Services at any time. Upon termination of these Terms, you shall remain liable for all donations and gifts (and any other fees, charges, expenses, liabilities, or other amounts owed) through such termination date. If any such donations or gifts (or any other fees, charges, expenses, liabilities, or other amounts) remain owed following termination, you shall remain liable for all such amounts.
Upon termination of these Terms or any closure of your Account: (a) these Terms and all rights granted to you under these Terms shall cease (except those expressly surviving or which by their nature would survive as set forth in the Section titled “General”); (b) all access to the Services and, if applicable, your Account will cease; (c) you will be billed for, and Servant Keeper may automatically attempt to collect from your designated payment method, any outstanding amount owed; and (d) all of your data may (at Servant Keeper’s sole option) be deleted from Servant Keeper’s servers and backup systems and Servant Keeper may not have or keep backup of the data. Any and all provisions in these Terms which impose obligations continuing in their nature shall survive such termination or closure or otherwise continue to remain in full force and effect. Following such termination of these Terms or closure of your Account, you are not permitted to access any of the Services or your Account.
The Services and their contents, features, and functionality (including, but not limited to, any content, text, images, software, graphics, code, compilation, and the design, selection, and arrangement thereof) are owned by Servant Keeper, its licensors, or other third party providers and are protected by United States and international laws applicable to intellectual property (including, but not limited to, copyright, trademark, and other intellectual property laws). You are not permitted to copy, redistribute, publish, use, or take any other action with respect to the Services except for the limited usage rights granted to you in the Section titled “License, Use and Restrictions for Services”. You do not acquire any ownership or other rights to the Services (including to any content, text, images, software, graphics, code, compilation, or the design, selection, or arrangement thereof).
For the avoidance of doubt, Servant Keeper’s name, trademarks, logos, and all related names, logos, products, services, designs, and slogans shall be deemed the property of Servant Keeper and you must not use any of the foregoing without the prior written consent of Servant Keeper.
If you choose to provide input, suggestions, or other feedback regarding the Services, then you hereby grant Servant Keeper an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit such input, suggestions, or other feedback in any manner and for any purpose, including to improve the Service and create other products and services. We will have no obligation to compensate you or provide you with attribution for any such input, suggestions or other feedback.
Servant Keeper shall use commercially reasonable efforts to provide continuous access to the Services pursuant to these Terms. Servant Keeper does not guarantee that the Services will be accessible at all times. The Services may be unavailable during maintenance periods or during any emergency. In addition to normal maintenance, there may be events that will make a Service inaccessible for a limited amount of time due to unforeseen circumstances. Servant Keeper reserves the right to change your password if Servant Keeper believes it is not secure. Servant Keeper has the right to refuse access to the Services. Servant Keeper has right to cease offering the Services at any time and in Servant Keeper’s sole discretion.
THE SERVICES (INCLUDING, BUT NOT LIMITED TO, THE SITE, THE GIVING SERVICES, AND THE APPLICATION) ARE PROVIDED “AS IS”, “WHERE IS”, AND “AS AVAILABLE.” ALL WARRANTIES AND REPRESENTATIONS, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND ALL OTHER SIMILAR WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED. IN ADDITION, SERVANT KEEPER MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SECURITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR PRODUCTS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED, AVAILABLE OR OPERATIONAL AT ANY PARTICULAR TIME, OR THAT THEY WILL BE ERROR-FREE (OR VIRUS-FREE. FURTHER, SERVANT KEEPER AND ITS AFFILIATES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY INFORMATION OR SERVICE, EXCEPT AS PROVIDED BELOW.
SERVANT KEEPER MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE PROCESSING OF GIFTS OR DONATIONS (INCLUDING, BUT NOT LIMITED TO, THE ACCURACY OF PROCESSING OR THE AMOUNT OF TIME NEEDED TO COMPLETE PROCESSING).
Your sole and exclusive remedy for any claim arising out of or relating to Servant Keeper’s breach of these Terms shall be for Servant Keeper, upon receipt of written notice, to use commercially reasonable efforts to cure the breach at its expense.
NOTWITHSTANDING ANY OTHER PROVISIONS OF THESE TERMS TO THE CONTRARY AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REGARDLESS OF THE LEGAL OR EQUITABLE BASIS OF ANY CLAIM, IN NO EVENT SHALL SERVANT KEEPER OR ITS AFFILIATES BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL DAMAGES OR ANY LOST DATA, LOST PROFITS, OR LOST REVENUES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR PAIN AND SUFFERING, BODILY INJURY, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES) ARISING OUT OF OR RELATED TO THESE TERMS OR THE SUBJECT MATTER HEREOF (INCLUDING, BUT NOT LIMITED TO, THOSE RELATING TO ANY ERROR OR OMISSION OF ANY SERVICE OR ANY SERVICES OR PRODUCTS OBTAINABLE THEREFROM, THE UNAVAILABILITY OR INTERRUPTION OF ANY SERVICE OR ANY FEATURES THEREOF, YOUR USE OF ANY SERVICE, THE CONTENT CONTAINED IN ANY SERVICE OR ANY DELAY OR FAILURE IN PERFORMANCE BEYOND THE CONTROL OF SERVANT KEEPER OR ANY AFFILIATE), WHETHER OR NOT FORESEEABLE AND EVEN IF SERVANT KEEPER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY RELEASE SERVANT KEEPER AND ITS AFFILIATES FROM ANY AND ALL SUCH EXCLUDED DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE MAXIMUM AGGREGATE LIABILITY OF SERVANT KEEPER AND ITS AFFILIATES TO YOU (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR BY STATUTE OR OTHERWISE) FOR ANY MATTER RELATED TO THESE TERMS OR THE SUBJECT MATTER HEREOF SHALL NOT IN THE AGGREGATE EXCEED THE GREATER OF (A) THE TOTAL AMOUNT OF THE FEES PAID BY YOU WITH RESPECT TO THE SERVICES DURING THE SIX (6) MONTHS IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY AND (B) ONE HUNDRED DOLLARS ($100).
THE LIMITATIONS ON TYPES AND AMOUNTS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN SERVANT KEEPER AND YOU. THE SERVICES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. EACH OF THE LIMITATIONS ON TYPES AND AMOUNTS OF DAMAGES IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SERVANT KEEPER THROUGH THE SERVICES OR OTHERWISE SHALL CREATE ANY WARRANTY, REPRESENTATION, OR GUARANTEE NOT EXPRESSLY STATED IN THESE TERMS.
YOU AGREE TO INDEMNIFY AND HOLD HARMLESS SERVANT KEEPER, ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, MEMBERS, PARTNERS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AND AGENTS FROM AND AGAINST ALL THIRD PARTY ACTIONS, CAUSES OF ACTION, CLAIMS, DEMANDS, LOSSES, COSTS, DAMAGES, DEFICIENCIES, JUDGMENTS, LIABILITIES, PENALTIES, FINES, ASSESSMENTS, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, ATTORNEY’S FEES AND COSTS OF LITIGATION) WHICH THEY OR ANY OF THEM SUFFER OR INCUR RESULTING FROM, BY REASON OF, ARISING OUT OF OR IN CONNECTION WITH: (A) ANY BREACH BY YOU OF ANY REPRESENTATION, WARRANTY, AGREEMENT, OBLIGATION, OR COVENANT MADE BY YOU TO SERVANT KEEPER, (B) YOUR USE OF ANY SERVICE, OR (c) ANY DISPUTE BETWEEN YOU AND ANY THIRD PARTY (INCLUDING ANY DONEE OR DONEE’S THIRD-PARTY PROCESSOR). SERVANT KEEPER MAY PARTICIPATE, AT ITS OWN EXPENSE, IN THE DEFENSE OF ANY SUCH CLAIM, LITIGATION, OR OTHER PROCEEDING AND SHALL HAVE THE RIGHT TO RETAIN ITS OWN COUNSEL. YOU SHALL NOT, WITHOUT THE PRIOR WRITTEN CONSENT OF SERVANT KEEPER, EFFECT ANY SETTLEMENT OR COMPROMISE OF ANY PENDING OR THREATENED CLAIM, LITIGATION, OR OTHER PROCEEDING IN RESPECT OF WHICH SERVANT KEEPER OR ANY OTHER LISTED INDEMNITEE COULD HAVE BEEN A PARTY AND INDEMNITY COULD HAVE BEEN SOUGHT UNDER THESE TERMS. SERVANT KEEPER RESERVES the right, at SERVANT KEEPER’S own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with SERVANT KEEPER’S defense of those claims.
If any claim, cause of action, controversy, proceeding, or other dispute arises relating to these Terms, the Services, or Servant Keeper (a “Dispute”), you agree to first give notice to Servant Keeper and engage in good faith negotiations to attempt to resolve any such Dispute for at least 14 days, except that you or Servant Keeper may skip this informal negotiation procedure for any Dispute enforcing, protecting, or concerning the validity of intellectual property rights.
This Section titled “Arbitration” sets forth the terms of an arbitration agreement between you and Servant Keeper.
ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE IN ANY FORUM WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS. YOU AGREE THAT NEITHER YOU NOR SERVANT KEEPER WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY, AND EACH PARTY HEREBY WAIVES ANY RIGHT TO ASSERT CONSOLIDATED CLAIMS WITH RESPECT TO ANY DISPUTES SUBJECT TO ARBITRATION UNDER THESE TERMS OR ANY DISPUTES BETWEEN THE PARTIES. NO ARBITRATION OR PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS. ALSO, YOU AGREE THAT YOU ARE PRECLUDED FROM PARTICIPATING IN OR RECOVERING RELIEF UNDER ANY CURRENT OR FUTURE CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION BROUGHT AGAINST SERVANT KEEPER BY SOMEONE ELSE.
Agreement to Binding Arbitration
You and Servant Keeper agree that any dispute, claim or controversy arising out of or relating to (a) these Terms or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or use of the Services at any time, whether before or after the date you agreed to the Terms, will be settled by binding arbitration between you and Servant Keeper, and not in a court of law.
You acknowledge and agree that you and Servant Keeper are each waiving the right to a trial by jury. However, you and Servant Keeper each retain the right to bring an individual action to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights, or other breach of these Terms for which equitable relief may be available.
The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the AAA’s Consumer Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this Arbitration Agreement. The AAA Rules are available at https://adr.org/Mediation or by calling the AAA at 1-800-778-7879. Unless both you and Servant Keeper otherwise agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding.
The parties 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 the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel.
Notwithstanding any choice of law or other provision in the 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 Delaware.
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules, which must also include a detailed description of the party’s claim against the other party, the amount of damages sought to be recovered, and a copy of these Terms. (The AAA provides a form Demand for Arbitration – Consumer Arbitration Rules at www.adr.org or by calling the AAA at 1-800-778-7879). The parties agree that one (1) arbitrator shall arbitrate the dispute. The Arbitrator will be either (1) a retired judge or (2) an attorney specifically licensed to practice law in the state of Delaware and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an Arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the Arbitrator in accordance with the AAA Rules.
Unless you and Servant Keeper agree otherwise, the arbitration will be conducted in Pittsburgh, Pennsylvania. If either party’s claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and Servant Keeper submit to the Arbitrator, unless either party requests a hearing, or the Arbitrator determines that a hearing is necessary. If a party’s claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the Arbitrator will have the discretion to direct a reasonable exchange of information by you and Servant Keeper, consistent with the expedited nature of the arbitration.
The Arbitrator will render an award within the time frame specified in the AAA Rules. Judgment on the arbitration award may be entered in any court having competent jurisdiction to do so. The Arbitrator will have no authority to award consequential, punitive, or other damages to the extent prohibited by these Terms and will have no authority to award other monetary relief not measured by the prevailing party’s actual damages and each party irrevocably waives any claim thereto. The award may include equitable relief. The Arbitrator will not make any ruling, finding, or award that does not otherwise conform to the Terms. The arbitrator may render a summary disposition relative to all or some of the issues, provided that the responding party has had an adequate opportunity to respond to any such application for such disposition. Only declaratory or injunctive relief may be awarded by the Arbitrator in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. An Arbitrator’s decision shall be final and binding on all parties. An Arbitrator’s decision and judgment thereon shall have no precedential or collateral estoppel effect. If you prevail in arbitration you will be entitled to an award of reasonable attorneys’ fees and expenses, to the extent provided under applicable law. The parties agree to treat all aspects of the arbitration as confidential, as provided in the AAA Rules. Before making any disclosure permitted by the rules, a party shall give written notice to the other party and afford such party a reasonable opportunity to protect its interests.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules.
Notwithstanding the aforementioned provisions of this Section titled “Arbitration” regarding consent to be bound by amendments to these Terms, if Servant Keeper materially changes the terms of this Section titled “Arbitration” after the date you first agreed to the Terms, you may reject any such change by providing Servant Keeper written notice of such rejection within 30 days of the date such change became effective. This written notice must be provided either (a) by mail addressed to Servant Keeper at 220 Woodware Avenue, Lock Haven, PA 17745, or (b) by email from the email address associated with your Account to billing@servantkeeper.com. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this Arbitration Agreement. By rejecting changes, you are agreeing that you will arbitrate any dispute between you and Servant Keeper in accordance with the provisions of this Arbitration Agreement as of the date you first agreed to the Terms (or agreed to any subsequent changes to the Terms).
If any portion of this Arbitration Agreement is found to be unenforceable or unlawful for any reason, then: (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the Arbitration Agreement or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the Arbitration Agreement; and, (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.
These Terms, your use of Services, and any dispute you may have with Servant Keeper related to these Terms or the shall be governed by and construed in accordance with the internal laws (and not the law of conflicts) of the state of Delaware, except as may be otherwise provided in the above Arbitration Agreement. Where permitted under the Section titled “Arbitration”, you agree to irrevocably submit in any legal proceeding relating to these Terms to a court of competent jurisdiction sitting in Pittsburgh, Pennsylvania. The foregoing choice of law and forum selection provisions do not apply to the arbitration clause in the Section titled “Arbitration” or to any arbitrable disputes as defined therein. Instead, as described in the Section titled “Arbitration”, the Federal Arbitration Act shall apply to any such disputes.
These Terms (and updates to these Terms), and all other terms agreed to in writing by the parties or by way of your use of any Service constitute the entire and exclusive understanding and agreement between you and Servant Keeper regarding this subject matter, and shall supersede any and all prior or contemporaneous representations or understandings relating to this subject matter. The headings of sections and paragraphs in these Terms are for convenience only and shall not affect its interpretation. You may not assign, transfer or convey these Terms, in whole or in part, or your Account without Servant Keeper’s prior written approval. Servant Keeper may assign, transfer, or convey these Terms, in whole or in part, without your consent. Any purported assignment, transference, or conveyance in violation of this section shall be of no power or effect. No joint venture, partnership, employment, or agency relationship exists between you, Servant Keeper or any third-party provider as a result of these Terms or your use of the Services. If any provision of these Terms are held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. Servant Keeper’s failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Servant Keeper in writing. This provision shall not affect the “Severability and Survivability” section of the Arbitration Agreement of these Terms. Applicable provisions of these Terms will continue in effect after termination or expiration of your Account or these Terms to the extent necessary, including those for billing adjustments and payments, indemnification, limitations of liability, and dispute resolution. Servant Keeper’s rights under these Terms shall survive any termination of these Terms.
By creating an Account or giving Servant Keeper any contact information, you agree to and do hereby consent to receive mail and electronic communications (email, text/SMS and by telephone) from Servant Keeper, in addition to any postings of communications by Servant Keeper on the Site or other Services (e.g., by posting notices on your Account profile page), concerning information and/or Servant Keeper’s Services (collectively, “Communications”). For Account holders, Communications may be those that Servant Keeper is required to send to you by law concerning Servant Keeper, your Account or information, the Site, or the other Services (“Required Communications”). The Communications may also be those that Servant Keeper sends to you for other reasons. You may change the email or mobile phone number on file for your account by visiting your Account profile page or by contacting Servant Keeper. You may opt out of receiving all Communications, other than Required Communications, via email by sending a notice to Servant Keeper that identifies your full name, user name and email address; however, you will not receive any further electronic notices from Servant Keeper (other than Required Communications), which notices may include important notices or announcements.