TERMS OF SERVICE

CARDVATO (“CARDVATO,” “we,” “us,” “our”) provides its services to you through its website located at https://cardvato.com (the “Site”) and through its mobile applications and related services (collectively, such services, including any new features and applications, and the Site, the “Services”), subject to the following Terms of Service (as amended from time to time, the “Terms of Service”).

We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time. If we do this, we will post the changes on this page and will indicate at the top of this page the date these terms were last revised. We will also notify you, either through the Services user interface, in an email notification or through other reasonable means. For existing users of the Services, any such changes will become effective no earlier than fourteen days after they are posted, except that changes addressing new functions of the Services or changes made for legal reasons will be effective immediately, and for new users signing up for the Services, any changes will be effective immediately. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms of Service.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER :

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(1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST CARDVATO ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING,

(2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND

(3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

In addition, when using certain services, you will be subject to any additional terms applicable to such services that may be posted on the Service from time to time, including, without limitation, the Privacy Policy located at https://cardvato.com/privacy-policy . All such terms are hereby incorporated by reference into these Terms of Service.

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1. Access and Use of the Service

Description of Services:  The Services are software accessed over the internet and via mobile devices for the purpose of sharing, updating, storing, accessing and otherwise using your own contact information and the contact information of other people in your network.

 

Your Registration Obligations: You are required to register with CARDVATO in order to access and use the Service. If you choose to register for the Service, you agree to provide and maintain true, accurate, current and complete information about yourself as prompted by the Service's registration form. Registration data and certain other information about you are governed by our Privacy Policy. If you are under 18years of age, you are not authorized to use the Service. In addition, if you are under 18 years old, you may use the Service only with the approval of your parent or guardian.

Security of your account: You agree to be responsible for any act or omission of any users that access the Services under your account. You agree to immediately notify CARDVATO of any breach of security of which you become aware.

Access to the Service: You are responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Service. You are responsible for ensuring that such equipment and services are compatible with the Service, and, to the extent applicable, the Software (as defined below), and complies with all configurations and specifications set forth in HiHello's published policies then in effect.

Modifications to the Service:CARDVATO reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that CARDVATO will not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

General Practices Regarding Use and Storage: You acknowledge that CARDVATO may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on CARDVATO servers on your behalf. You agree that CARDVATO has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that CARDVATO reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that CARDVATO reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

Mobile Services: The Service includes certain services that are available via a mobile device, including (i) the ability to upload content to the Service via a mobile device, (ii) the ability to browse the Service and the Site from a mobile device and (iii) the ability to access certain features through an application downloaded and installed on a mobile device (collectively, the “Mobile Services”). To the extent you access the Service through a mobile device, your wireless service carrier's standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices.

 

2. Conditions of Use

User Conduct: You are solely responsible for all information, data, text, images, video or other materials (“Content”) that you upload, post, publish, display, transmit or send (collectively, “Transmit”) or otherwise use via the Service. You agree to use the Service in compliance with the CARDVATO Acceptable Use Policy available at www.cardvato.com CARDVATO reserves the right to investigate and take appropriate legal action against anyone who, in CARDVATO's sole discretion, violates this provision, including without limitation, suspending or terminating the account of such violators and reporting you to the law enforcement authorities.

Fees: To the extent the Service or any portion thereof is made available for any fee, you will be required to select a payment plan and billing frequency (annual or monthly) as described on www.cardvato.com/pricing and provide CARDVATO information regarding your credit card or other payment instrument. You represent and warrant to CARDVATO that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay CARDVATO the amount that is specified in the payment plan in accordance with the terms of such plan and this Terms of Service. You hereby authorize CARDVATO to bill your payment instrument in advance on a periodic basis in accordance with the terms of the applicable payment plan until you terminate your account, and you further agree to pay any charges so incurred.

 

YOU ACKNOWLEDGE AND AGREE THAT :

(A) CARDVATO (OR OUR PAYMENT PROCESSOR) IS AUTHORIZED TO CHARGE YOU ON A RECURRING BASIS (E.G., MONTHLY OR YEARLY) FOR AS LONG AS YOUR SUBSCRIPTION TO THE SERVICE CONTINUES AND

(B) YOUR SUBSCRIPTION WILL CONTINUE UNTIL YOU CANCEL IT OR WE SUSPEND OR STOP PROVIDING ACCESS TO THE SERVICES. YOU MAY CANCEL YOUR SUBSCRIPTION AT ANY TIME BY EMAILING US AT [SUPPORT@CARDVATO.COM] OR VIA THE INTERFACE OF THE SERVICES; PROVIDED, THAT, ANY SUCH CANCELATION WILL BE EFFECTIVE AT THE END OF YOUR CURRENT ANNUAL OR MONTHLY BILLING PERIOD, AND THAT CANCELATION WILL NOT RESULT IN ANY REFUND OF PREPAID FEES.

 

If you dispute any charges you must notify CARDVATO in writing within sixty (60) days after the date that CARDVATO charges you. We reserve the right to change CARDVATO prices. If CARDVATO does change prices, CARDVATO will provide notice of the change through the Service or in email to you, at CARDVATO's option, at least 30 days before the change is to take effect. Your continued use of the Service after the price change becomes effective constitutes your agreement to pay the changed amount. CARDVATO may choose to bill through an invoice, in which case, full payment for invoices issued in any given month must be received by CARDVATO thirty (30) days after the mailing date of the invoice, or the Services may be terminated. Unpaid invoices are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection. You shall be responsible for all taxes associated with the Services other than U.S. taxes based on CARDVATO's net income.

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Business Accounts:  If you have been provided access to the service as part of your employer’s business account with CARDVATO, then you acknowledge that your right to access and use the Service is subject to the terms of a separate agreement between CARDVATO and your employer.  Your access to the Service may be revoked by your employer at any time.

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Special Notice for International Use; Export Controls: Software available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Service, including as it concerns online conduct and acceptable content.

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Commercial Use: Unless otherwise expressly authorized herein or in the Service, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or transmit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.

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3. Third Party Distribution Channels

CARDVATO offers Software applications that may be made available through the Apple App Store, Android Marketplace or other distribution channels (“Distribution Channels”). If you obtain such Software through a Distribution Channel, you may be subject to additional terms of the Distribution Channel. These Terms of Service are between you and us only, and not with the Distribution Channel. To the extent that you utilize any other third party products and services in connection with your use of our Services, you agree to comply with all applicable terms of any agreement for such third party products and services.

With respect to Software that is made available for your use in connection with an Apple-branded product (such Software, “Apple-Enabled Software”), in addition to the other terms and conditions set forth in these Terms of Service, the following terms and conditions apply:

CARDVATO and you acknowledge that these Terms of Service are concluded between CARDVATO and you only, and not with Apple Inc. (“Apple”), and that as between CARDVATO and Apple, CARDVATO, not Apple, is solely responsible for the Apple-Enabled Software and the content thereof.

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You may not use the Apple-Enabled Software in any manner that is in violation of or inconsistent with the Usage Rules set forth for Apple-Enabled Software in, or otherwise be in conflict with, the App Store Terms of Service.

Your license to use the Apple-Enabled Software is limited to a non-transferable license to use the Apple-Enabled Software on an iOS Product that you own or control, as permitted by the Usage Rules set forth in the App Store Terms of Service.

Apple has no obligation whatsoever to provide any maintenance or support services with respect to the Apple-Enabled Software.

Apple is not responsible for any product warranties, whether express or implied by law. In the event of any failure of the Apple-Enabled Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Enabled Software to you, if any; and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Enabled Software, or any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty, which will be CARDVATO's sole responsibility, to the extent it cannot be disclaimed under applicable law.

CARDVATO and you acknowledge that CARDVATO, not Apple, is responsible for addressing any claims of you or any third party relating to the Apple-Enabled Software or your possession and/or use of that Apple-Enabled Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Apple-Enabled Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.

In the event of any third party claim that the Apple-Enabled Software or the end-user's possession and use of that Apple-Enabled Software infringes that third party's intellectual property rights, as between CARDVATO and Apple, CARDVATO, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.

You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

If you have any questions, complaints or claims with respect to the Apple-Enabled Software, they should be directed to CARDVATO as follows:

support@cardvato.com

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CARDVATO and you acknowledge and agree that Apple, and Apple's subsidiaries, are third party beneficiaries of these Terms of Service with respect to the Apple-Enabled Software, and that, upon your acceptance of the terms and conditions of these Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you with respect to the Apple-Enabled Software as a third party beneficiary thereof.

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4. Intellectual Property Rights

Service Content, Software and Trademarks: You acknowledge and agree that the Service may contain content or features (“Service Content”) that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by CARDVATO, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Service. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by CARDVATO from accessing the Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Service or distributed in connection therewith are the property of CARDVATO, our affiliates and our partners (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by CARDVATO.

The CARDVATO name and logos are trademarks and service marks of CARDVATO (collectively the “CARDVATO”). Other CARDVATO, product, and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to CARDVATO. Nothing in this Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of CARDVATO Trademarks displayed on the Service, without our prior written permission in each instance. All goodwill generated from the use of CARDVATO Trademarks will inure to our exclusive benefit.

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Third Party Material: Under no circumstances will CARDVATO be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that CARDVATO does not pre-screen content, but that CARDVATO and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any Content that is available via the Service. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

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User Content Transmitted Through the Service: With respect to the Content or other materials you transmit through the Service or share with other users or recipients (collectively, “User Content”), you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein. By transmitting any User Content through the Service, you hereby grant and will grant CARDVATO and its affiliated companies a license to perform the actions necessary to deliver User Content to the intended recipients. You also acknowledge and agree that User Content does not include any System Data. System Data is owned by CARDVATO. “System Data” means aggregated and anonymous user and other data regarding the Services that may be used to generate logs, statistics and reports regarding performance, availability, integrity and security of the Services. System Data does not include the contact information or Personal Data of your contacts that you upload or receive through the Service.

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You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Service provided by you to CARDVATO (“Submissions”), and any User Content that you make available through the Service in a manner that allows other users of the Service and/or members of the general public not specified or identified by you to access your User Content (“Public User Content”) are non-confidential and CARDVATO will be entitled to the unrestricted use and dissemination of these Submissions and Public User Content for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

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You acknowledge and agree that CARDVATO may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to:

(a) comply with legal process, applicable laws or government requests;

(b) enforce these Terms of Service;

(c) respond to claims that any content violates the rights of third parties; or

(d) protect the rights, property, or personal safety of CARDVATO, its users and the public.

 

You understand that the technical processing and transmission of the Service, including your content, may involve :

(a) transmissions over various networks; and

(b) changes to conform and adapt to technical requirements of connecting networks or devices

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5. Third Party Services

The Service may provide, or third parties may provide, links or other access to other sites, services, products, and resources on the Internet (“Third Party Services”). CARDVATO has no control over such Third Party Services and CARDVATO is not responsible for and does not endorse such Third Party Services. You further acknowledge and agree that CARDVATO will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such Third Party Service. Any dealings you have with third parties found while using the Service are between you and the third party, and you agree that CARDVATO is not liable for any loss or claim that you may have against any such third party.

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6. Indemnity and Release

You agree to release, indemnify and hold CARDVATO and its affiliates and their officers, employees, directors and agents (collectively, “Indemnitees”) harmless from any from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Service, any User Content, your connection to the Service, your violation of these Terms of Service or your violation of any rights of another. Notwithstanding the foregoing, you will have no obligation to indemnify or hold harmless any Indemnitee from or against any liability, losses, damages or expenses incurred as a result of any action or inaction of such Indemnitee. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

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7. Disclaimer of Warranties

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. CARDVATO EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

CARDVATO MAKES NO WARRANTY THAT :

(I) THE SERVICE WILL MEET YOUR REQUIREMENTS,

(II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE,

(III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR

(IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.

 

8. Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT HIHELLO WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF CARDVATO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM:

(I) THE USE OR THE INABILITY TO USE THE SERVICE;

(II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE;

(III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA;

(IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR

(V) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL CARDVATO'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID CARDVATO IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).

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SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU AND ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE APPLICABLE STATE.  IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER APPLICABLE LAWS, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

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9. Dispute Resolution By Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.

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a. Agreement to Arbitrate

This Dispute Resolution by Binding Arbitration section is referred to in this Terms of Service as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and CARDVATO, whether arising out of or relating to this Terms of Service (including any alleged breach thereof), the Services, any advertising, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Terms of Service, you and CARDVATO are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

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b. Prohibition of Class and Representative Actions and Non-Individualized Relief

YOU AND CARDVATO AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND CARDVATO AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.

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c. Pre-Arbitration Dispute Resolution

CARDVATO is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer's satisfaction by emailing customer support at support@cardvato.com If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to CARDVATO should be sent to 401 ANICA, 28 St.Paul Road, Bandra West, MUNBAI, INDIA (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If CARDVATO and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or CARDVATO may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by CARDVATO or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or CARDVATOis entitled.

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d. Arbitration Procedures

Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA's Consumer Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, https://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA's consumer arbitration page, https://www.adr.org/consumer_arbitration . If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Service as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms of Service and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.

Unless CARDVATO and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA.  If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

 

e. Costs of Arbitration

Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, CARDVATO will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, CARDVATO will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys' fees will be governed by the AAA Rules.

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f. Confidentiality

All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties

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g. Severability

If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of the Terms of Service will continue to apply.

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h. Future Changes to Arbitration Agreement

Notwithstanding any provision in this Terms of Service to the contrary, CARDVATO agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Services, you may reject any such change by sending CARDVATO written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service).

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10. Termination

You agree that CARDVATO, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including, without limitation, for lack of use or if CARDVATO believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. HiHello may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that CARDVATO may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that CARDVATO will not be liable to you or any third party for any termination of your access to the Service.

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11. User Disputes

You agree that you are solely responsible for your interactions with any other user in connection with the Service and CARDVATO will have no liability or responsibility with respect thereto. CARDVATO reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Service.

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12. General

These Terms of Service constitute the entire agreement between you and CARDVATO and govern your use of the Service, superseding any prior agreements between you and CARDVATO with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third party services, third party content or third party software. These Terms of Service will be governed by the laws of the State of California without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and CARDVATO agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within Santa Clara County, California. The failure of CARDVATO to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign this Terms of Service without the prior written consent of CARDVATO, but CARDVATO may assign, sub-license, or transfer any or all of its rights and obligations under this Terms of Service without restriction. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Service.

 

By using the Service, you consent to our collection and use of personal data as outlined therein.

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