Terms of Use
These
Terms of Use were last updated on April 1, 2017.
1. Introduction
THESE
TERMS OF USE ("TERMS") BIND YOU, THE COMPANY YOU REPRESENT, AND THE
COMPANY THAT REGISTERED YOU (COLLECTIVELY "YOU") TO THE TERMS AND
CONDITIONS SET FORTH HEREIN IN CONNECTION WITH YOUR USE OF FIELDREADY, INC.'S
("OUR", "WE", "US", OR "FIELDREADY")
SOFTWARE, WEBSITE, MOBILE APPLICATIONS OR CONNECTED APPLICATIONS SUCH AS APPLE
TV, SERVICES OR OTHER OFFERINGS ON OUR WEBSITE (COLLECTIVELY, OUR
"SERVICES"). BY USING ANY OF THE FIELDREADY SERVICES OR CLICKING ON
THE "SIGNUP" BUTTON, YOU AGREE TO BECOME BOUND BY THE TERMS. IF YOU
DO NOT AGREE TO ALL THESE TERMS, CLICK ON THE "X" BUTTON AND DO NOT
USE THE FIELDREADY SERVICES. FIELDREADY'S ACCEPTANCE IS EXPRESSLY CONDITIONED
UPON YOUR ASSENT TO ALL THESE TERMS, TO THE EXCLUSION OF ALL OTHER TERMS. IF
THESE TERMS ARE CONSIDERED AN OFFER BY FIELDREADY, ACCEPTANCE IS EXPRESSLY
LIMITED TO THESE TERMS.
Pre-arbitration
clause:
IMPORTANT: BY AGREEING TO THESE TERMS YOU AGREE TO RESOLVE DISPUTES WITH FIELDREADY
THROUGH BINDING ARBITRATION (AND WITH VERY LIMITED EXCEPTIONS, NOT IN COURT),
AND YOU WAIVE CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTIONS, AS DETAILED IN
SECTION 18.
All
capitalized terms used and not otherwise defined herein shall have the meaning
ascribed to them in FieldReady's Privacy Policy ("Privacy
Policy")
Any
version of these Terms of Use in a language other than English is provided for
convenience and you understand and agree that the English language will control
if there is any conflict.
2. Additional Agreements
Any
personal information submitted in connection with Your
use of the Services is subject to Our Privacy Policy, which is hereby incorporated by reference
into these Terms.
3. General
Our
Services enable students ("Students") to connect with independent
contractor instructors (the "Instructors", collectively with
Students, the "Users") who provide live and recorded instruction,
tutoring, and learning services (the "Courses") via Our Services. The
Services include, without limitation, facilitating and hosting Courses and
supporting materials, and taking feedback from Users.
From
time to time, We may update these Terms to clarify our
practices or to reflect new or different practices, such as when We add new
features, and FieldReady reserves the right in its
sole discretion to modify and/or make changes to these Terms at any time. If We
make any material change to these Terms, We will notify You using prominent
means such as by email notice sent to the email address specified in Your
Account or by posting a notice through Our Services. Modifications will become
effective on the day they are posted unless stated otherwise.
Your
continued use of Our Services after changes become effective shall mean that You accept those changes. You should visit the Services
regularly to ensure You are aware of the latest
version of the Terms, as any revised Terms shall supersede all previous Terms.
FieldReady may modify the Services
or discontinue their availability at any time.
You
are solely responsible for all service, telephony, data charges and/or other
fees and costs associated with Your access to and use
of the Services, as well as for obtaining and maintaining all telephone,
computer hardware, and other equipment required for such access and use.
If
You elect to access or use Our Services that involve payment of a fee, then You
agree to pay, and will be responsible for payment of, that fee and all taxes
associated with such access or use. If You provide
credit card information to pay for such fees then You hereby represent and
warrant that You are authorized to supply such information and hereby authorize
FieldReady to charge Your credit card on a regular
basis to pay the fees as they are due.
If
Your payment method fails or Your Account is past due,
then We may collect fees owed using other collection mechanisms. This may
include charging other payment methods on file with Us
and/or retaining collection agencies and legal counsel. We may also block Your access to any Services pending resolution of any
amounts due by You to FieldReady.
All
of Your use, access and other activities relating to the Services must be in
compliance with all applicable laws and regulations, including, without
limitations, laws relating to copyright and other intellectual property use,
and to privacy and personal identity. Further, access to Our Services from
territories where their contents are illegal is prohibited. Those who choose to
access or use the Services from locations outside of the India do so at their
own initiative and are responsible for compliance with all local rules
including, without limitation, rules about the internet, data, e-mail, or
privacy. You further agree to comply with all applicable laws regarding the
transmission of technical data exported from the India or the country in which You reside. If You use the Services
or Third Party Platforms (as defined in the next section) from countries
outside of the IndiaYou must agree to abide by all
local rules regarding online conduct and acceptable content.
4. General Disclaimer
The
Services are only a marketplace for Instructors and Students. We do not hire or
employ Instructors nor are We responsible or liable
for any interactions involved between the Instructors and the Students who
purchase an Instructor's Course via the Services. We are not responsible for
disputes, claims, losses, injuries, or damage of any kind that might arise out
of or relate to conduct of Instructors or Students, including, but not limited
to, any Student's reliance upon any information provided by an Instructor.
We
do not control Submitted Content (as defined below) posted on the Services and,
as such, do not guarantee in any manner the reliability, validity, accuracy or
truthfulness of such Submitted Content. You also understand that by using the
Services, FieldReady may expose You
to Submitted Content that You consider offensive, indecent, or objectionable. FieldReady has no responsibility to keep such content from You and no liability for Your access or use of any Submitted
Content, to the extent permissible under applicable law.
The
Services may give You access to links to third party
platforms ("Third Party Platforms"), either directly or through
Courses or Instructors. FieldReady does not endorse
any of these Third Party Platforms and does not control them in any manner.
Accordingly, FieldReady does not assume any liability
associated with Third Party Platforms. You need to take appropriate steps to
determine whether accessing a Third Party Platform is appropriate, and to
protect Your personal information and privacy on such
Third Party Platform.
5. Conduct
You
may only access the Services for lawful purposes. You are solely responsible
for the knowledge of and adherence to any and all laws, rules, and regulations
pertaining to Your use of the Services. You agree not
to use the Services or the Company Content (as defined below) to recruit,
solicit, or contact in any form, Instructors or potential users for employment
or contracting for a business not affiliated with Us without Our advance
written permission, which may be withheld in Our sole discretion. You assume
any and all risks from any meetings or contact between You
and any Instructors or other Users of the Services.
6. Specific Obligations
of Students
As
a Student, You represent, warrant and covenant that:
Students
understand and agree that Instructors from whom Students may have purchased
Course(s) may choose to terminate their Accounts with FieldReady
and become inactive. FieldReady does not guarantee
Instructor availability to Students and shall not be held liable for any issues
relating to Instructor availability.
7. Registration
To
use certain Services, You will need to register and obtain an account and
password. When You register, the information You
provide to Us during the registration process will help Us in offering content,
customer service, network management and other services. You are solely responsible
for maintaining the confidentiality of Your account, UserName, and password (collectively, Your
"Account") and for all activities associated with or occurring under
Your Account. You represent and warrant that Your Account information will be
accurate at all times. You must notify Us (a) immediately of any unauthorized
use of Your Account and any other breach of security, and (b) ensure that You
exit from Your Account at the end of each use of the Services. To the extent
permissible under applicable law, we cannot and will not be responsible for any
loss or damage arising from Your failure to comply with the foregoing
requirements or as a result of use of Your Account, either with or without Your
knowledge, prior to Your notifying Us of unauthorized access to Your Account.
You
may not transfer Your Account to any other person and You
may not use anyone else's Account at any time without the permission of the
Account holder. In cases where You have authorized or
registered another individual, including a minor, to use Your Account, You are
fully responsible for (i) the online conduct of such Student; (ii) controlling
that Student's access to and use of the Services; and (iii) the consequences of
any misuse.
8. Content, Licenses
& Permissions
All
software, technology, designs, materials, information, communications, text,
graphics, links, electronic art, animations, illustrations, artwork, audio
clips, video clips, photos, images, reviews, ideas, and other data or
copyrightable materials or content, including the selection and arrangements
thereof is "Content." Where FieldReady
provides Content to You in connection with the Services, including, without
limitation, the software, the products and the site, it is "Company
Content". Content uploaded, transmitted or posted to the Services by a
User is "Submitted Content". Content remains the proprietary property
of the person or entity supplying it (or their affiliated and/or third party
providers and suppliers) and is protected, without limitation, pursuant to INDIA
and foreign copyright and other intellectual property laws. You hereby
represent and warrant that You have all licenses, rights, consents, and
permissions necessary to grant the rights set forth in these Terms to FieldReady with respect to Your Submitted Content and that FieldReady shall not need to obtain any licenses, rights,
consents, or permissions from, or make any payments to, any third party for any
use or exploitation of Your Submitted Content as authorized in these Terms or
have any liability to You or any other party as a result of any use or
exploitation of Your Submitted Content as authorized in these Terms.
FieldReady hereby grants You (as a
User) a limited, non-exclusive, non-transferable license to access and use
Submitted Content and Company Content, for which You have paid all required
fees, solely for Your personal, non- commercial, educational purposes through
the Services, in accordance with these Terms and any conditions or restrictions
associated with particular Courses or Services. All other uses are expressly
prohibited absent Our express written consent. You may
not reproduce, redistribute, transmit, assign, sell, broadcast, rent, share,
lend, modify, adapt, edit, create derivative works of, license, or otherwise
transfer or use any Submitted Content or Company Content unless We give You
explicit permission to do so. Submitted Content and Company Content is
licensed, and not sold, to You. Instructors may not
grant You license rights to Submitted Content You access or acquire through the
Services and any such direct license shall be null and void and a violation of
these Terms.
Notwithstanding
the foregoing, We reserve the right to revoke this
license to access and use Submitted Content and Company Content granted to You
as described above, as further detailed in section 15 below.
FIELDREADY
RESPECTS ALL COPYRIGHT, PRIVACY, DEFAMATION AND OTHER LAWS RELATING TO CONTENT
AND INFORMATION AND WILL NOT TOLERATE VIOLATION OF SUCH LAWS. NOTWITHSTANDING
THE FOREGOING, FIELDREADY DOES NOT SCREEN THE SUBMITTED CONTENT AND ALL USE OF
THE SUBMITTED CONTENT BY YOU IS AT YOUR OWN RISK AND FIELDREADY SHALL HAVE NO
LIABILITY FOR SUCH USE. IN PARTICULAR, NO REVIEW OR POSTING OR APPEARANCE OF
THE SUBMITTED CONTENT ON THE SERVICES OR THROUGH THE SERVICES IS INTENDED TO
ACT AS AN ENDORSEMENT OR REPRESENTATION THAT ANY SUBMITTED CONTENT IS FREE OF
VIOLATION OF ANY COPYRIGHT, PRIVACY OR OTHER LAWS OR WILL SUIT A PARTICULAR
PURPOSE OR BE ACCURATE OR USEFUL. If You believe that
Submitted Content of Yours violates any law or regulation or is inaccurate or
poses any risk whatsoever to a third party it is Your responsibility to take
such steps You deem necessary to correct the situation. If You
believe that Submitted Content of a third party or any Company Content violates
any laws or regulations, including, without limitation, any copyright laws, You
should report it to FieldReady in accordance with the
procedures that We maintain.
All
rights not expressly granted in these Terms are retained by the Content owners
and these Terms do not grant any implied licenses.
You
may decide to send us unsolicited ideas, including ideas for new promotions,
products, services, applications, technologies or processes or other ideas
(collectively, "User Ideas"). You must not transmit any User Ideas to
or through the Services or Third Party Platforms, or to Us
through e-mail, that You consider to be confidential or proprietary. You agree
that We shall not be required to treat any User Ideas
as being confidential or proprietary. You are responsible and liable for any
User Ideas You submit. You agree that by submitting
User Ideas to Us, including any concepts, know-how or ideas, You hereby grant
Us a perpetual, worldwide, non-exclusive, royalty- free, sublicenseable
and transferable license to use, reproduce, distribute, sell, exploit, prepare
derivative works of and display the User Ideas in connection with the Services,
and for FieldReady's (and its successor's) business,
including without limitation, for promoting and redistributing part or all of
the User Ideas (and derivative works thereof) in any media formats and through
any media channels whether now known or hereafter developed, without payment or
accounting to You or others. We are under no obligation to evaluate, review, or
use any User Idea.
9. Pricing, Payment &
Taxes
1. Pricing.
Pricing
of FieldReady Courses is determined in accordance
with content & quality material provided in it. If You
are a Student, You agree to pay the fees for Courses that You purchase, and
hereby authorize Us to charge Your credit card for such fees. If Your credit card is declined, You agree to pay Us the fees
within thirty (30) days of notification from Us, and pay (at Our discretion) a
late payment charge of 1.5% per month, or the maximum permitted by law, whichever
is greater.
2. Payment.
All
payments are made to FieldReady, Inc.
European
Union Users.
By purchasing Courses (e.g. clicking or tapping the relevant purchase button),
You are confirming that You want the Course immediately credited to Your
Account and that by doing so You are hereby waiving any and all cancellation
rights under applicable laws, including but not limited to the EU Consumer
Rights Directive (2011/83/EU) and/or any national laws implementing it.
Notwithstanding the foregoing, You will still be
eligible for the 30 day refund right as set forth in this section 10. For
avoidance of any doubt, refunds to You shall be
applicable only in accordance with our refund policy described in this section
10.
3. Taxes.
European
Union.
In the event that the sale or delivery of a Course or any Submitted Content to
any Student in the European Union is subject to any value added tax
("VAT"), under applicable law, FieldReady
will collect and remit the VAT to the competent tax authorities for sales of
such Courses or Submitted Content to Students in the European Union. FieldReady may at its own discretion increase the Sale
Price where FieldReady is of the view that VAT may be
due and FieldReady will have a liability to account
for such. You will indemnify and hold FieldReady
harmless against any and all claims by any tax authority for any underpayment
of VAT, and any penalties and/or interest thereon.
All
Other Countries.
For sales of any Courses or Submitted Content in countries other than the
European Union, You are responsible for remitting the taxes to the appropriate
taxing authority (which may be different to the tax authority in Your own location). FieldReady is
unable to provide You with tax advice and You should
consult Your own tax advisor.
4. Rounding Off.
FieldReady may, in its sole
discretion, round up or round down the Sale Price to the nearest whole functional
base unit in which the Sale Currency is denominated (e.g. to the nearest rupee,
euro or other supported currency); for example, FieldReady
will round up an amount of Rs101.50 to Rs102.00, and Rs101.49 to Rs101.00.
Some
currencies are denominated in large numbers. In those cases, FieldReady may determine the functional base unit in which
those currencies are denominated to be 10, 100 or 1,000 of the currency; the
corresponding examples for such currencies would be for FieldReady
to round up an amount of 1,045 up to 1,050 and 1,044 down to 1,040, or 35,450
up to 35,500 and 35,449 down to 35,400, or 837,500 up to 838,000 and 837,499
down to 837,000.
5. Foreign Currency.
When
browsing without logging in to Your Account, the Services will default the Sale
Currency to the currency used in Your current
geographic location. When you are logged in to Your Account, the Sale Currency
will be based on Your geographic location as set upon
Account signup. You cannot change Your displayed
currency.
Each
foreign currency conversion is processed at a foreign currency conversion rate.
This rate generally refers to the amount of one currency that must be paid to
buy a certain amount of another currency at a given time. For example, if it
costs USRs125.00 to buy €100.00, the currency conversion rate of US dollars to
Euros would be 1.25, and the currency conversion rate from Euros to US dollars
would be 0.8. Currency conversion rates will vary from time to time.
6. Refunds.
Once
paid, FieldReady will not Refund to the any Users
what so ever.
10. Trademarks
The
trademarks, service marks, and logos (the "Trademarks") used and
displayed through Our Services or in any Company Content are Our registered or
unregistered Trademarks or of Our suppliers or third parties and are protected
pursuant to INDIA and foreign trademark laws. All rights are reserved and You may not alter or obscure the Trademarks, or link to them
without Our prior approval.
11. Warranty Disclaimer
THE
SERVICES, COMPANY CONTENT, SUBMITTED CONTENT, COURSES, AND ANY OTHER MATERIALS
MADE AVAILABLE ON OR THROUGH THE USE OF THE SERVICES ARE PROVIDED "AS
IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE
FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, FIELDREADY AND ITS
AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS, DISCLAIM
ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED
WARRANTIES OF TITLE, NON- INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS
FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF
DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. FIELDREADY AND ITS
AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DO NOT
WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR
SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES, THE SUBMISSIONS,
THE SERVER(S) ON WHICH THE SERVICES ARE HOSTED, OR ANY SERVICES AVAILABLE ON
ANY THIRD PARTY PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO
OPINION, ADVICE OR STATEMENT OF FIELDREADY OR ITS AFFILIATES, LICENSORS,
SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS OR VISITORS, WHETHER MADE
THROUGH THE USE OF THE SERVICES, OR ON THIRD PARTY PLATFORMS OR OTHERWISE,
SHALL CREATE ANY WARRANTY. YOUR USE OF THE SERVICES, INCLUDING WITHOUT
LIMITATION ANY SERVICES PROVIDED ON ANY THIRD PARTY PLATFORM, ARE ENTIRELY AT
YOUR OWN RISK.
12. Limitation of
Liability
NEITHER
FIELDREADY NOR ANY OF OUR SUBSIDIARIES, AFFILIATES, LICENSORS, SUPPLIERS,
ADVERTISERS OR SPONSORS, NOR OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES,
CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY
INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER
DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF
DATA OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR
OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THE SERVICES AND/OR
MATERIALS, INCLUDING ANY MATERIALS AVAILABLE THROUGH ANY THIRD PARTY PLATFORM,
SUBMISSIONS, ANY LINKED WEBSITES OR ANY CODE, PRODUCT OR SERVICE PURCHASED,
ACCESSIBLE OR USABLE THROUGH THE SERVICES OR ANY THIRD PARTY PLATFORM. YOUR SOLE
REMEDY FOR DISSATISFACTION WITH THE SERVICES, MATERIALS, INCLUDING ANY PRODUCTS
OR SERVICES AVAILABLE THROUGH ANY THIRD PARTY PLATFORM, SUBMISSIONS OR ANY
LINKED WEBSITES IS TO STOP USING THE SERVICES, MATERIALS, SUBMISSIONS,
PRODUCTS, OR LINKED WEBSITES, AS APPLICABLE. THE SOLE AND EXCLUSIVE MAXIMUM
LIABILITY TO FIELDREADY FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER
IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE,
SHALL BE THE TOTAL AMOUNT PAID BY YOU TO FIELDREADY IN THE PRECEDING TWELVE
(12) MONTHS, IF ANY, TO ACCESS OR USE THE SERVICES. BECAUSE SOME STATES OR
JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR
CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
NO COMMUNICATION OF ANY KIND BETWEEN YOU AND FIELDREADY OR A REPRESENTATIVE OF FIELDREADY
CONSTITUTES A WAIVER OF ANY LIMITATIONS OF LIABILITY HEREUNDER OR CREATE ANY ADDITIONAL WARRANTY NOT EXPRESSLY STATED IN THE
TERMS. MULTIPLE CLAIMS WILL NOT INCREASE THE MONETARY DAMAGES LIMIT STATED
HEREIN. YOU AGREE THAT THE DAMAGE EXCLUSIONS IN THESE TERMS OF USE SHALL APPLY
EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Inaccuracies. A possibility
exists that the Services provided on any Third Party Platform could include
inaccuracies or errors, or information or materials that violate these Terms.
Additionally, a possibility exists that unauthorized alterations could be made
by third parties to the Services available on any Third Party Platform.
Although FieldReady attempts to ensure the integrity
of the Services on Third Party Platforms, we make no guarantees as to the
Services' completeness or correctness. In the event that a situation arises in
which the Services' completeness or correctness is in question, please submit a
request to [email protected] (with the subject line
"Inaccuracies in Services on Third Party Platform Name") with, if
possible, a description of the Services to be checked and the location (URL)
where such Services can be found on Our Services or Third Party Platform at
issue, as well as information sufficient to enable Us to contact You. We will
try to address Your concerns as soon as reasonably
practicable.
System
Outages. FieldReady periodically schedules system downtime for the
Services for maintenance and other purposes. Additionally, unplanned system
outages may occur. You agree that FieldReady has no
responsibility and is not liable for: (a) the unavailability of the Services
including those available on Third Party Platforms; (b) any loss of materials,
data, transactions or any other information or materials caused by such system
outages; (c) the resultant delay, mis-delivery, or
non-delivery of data, transactions or any other information or materials caused
by such system outages; or (d) any outages caused by any third parties,
including without limitation, any companies or servers hosting the Services,
any Internet service providers, any Third Party Platforms, or any Internet
facilities and networks.
13. Indemnification
You
hereby indemnify, defend and hold harmless FieldReady,
and its affiliates, officers, directors, agents, partners, employees, licensors,
representatives and third party providers from and against all reasonably
foreseeable losses, expenses, damages, costs, claims and demands, including
reasonable attorneys' fees and related costs and expenses, due to or arising
out of Your breach of any representation or warranty hereunder. We reserve the
right, at Our own expense, to assume the exclusive
defense and control of any matter otherwise subject to indemnification by You
under this Section 14, and in such case, You agree to fully cooperate as
reasonably required with such defense and in asserting any available defenses.
Notice
for California Users. Under
California Civil Code Section 1789.3, California websites users are entitled to
the following specific consumer rights notice: The Complaint Assistance Unit of
the Division of Consumer Services of the California Department of Consumer
Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento,
California, 95814, or by telephone at (916) 445-1254 or (800) 952-5210.
Statute
of Limitations. Any claim or cause of action arising out of or
related to use of the Services, the Terms, or any services or information
available through Third Party Platforms, must be filed within 1 year after such
claim or cause or action arose regardless of any statutes or law to the
contrary. In the event any such claim or cause of action is not filed within
such 1-year period, such claim or cause of action are forever barred.
14. Termination
FieldReady reserves the right to
terminate, suspend, modify, or delete, at Our sole
discretion, any (a) Submitted Content, Company Content, Courses, or any
Service; and (b) Your access to Our Services or Your Account, as follows:
You
may terminate Your use of the Services at any time,
either by ceasing to access them, or by deleting Your Account, by following the
steps set forth in Our Privacy Policy and
subject to the terms therein. We have no obligation to retain any of Your
Account or Submitted Content for any period of time beyond what may be required
by applicable law. Upon termination, You must cease
all use of the Services and Content. Any accrued rights to payment and Sections
4, 5, 11-16 and all representations and warranties shall survive termination.
15. Electronic Notices
By
using Our Services or communicating with FieldReady,
You agree that FieldReady may communicate with You electronically regarding security, privacy, and administrative
issues relating to Your use of the Services or these Terms. If FieldReady learns of a security system's breach, FieldReady may attempt to notify You
electronically by posting a notice through the Services or sending an email to
You. You may have a legal right to receive this notice in writing. To receive
free written notice of a security breach (or to withdraw Your
consent from receiving electronic notice), please write to FieldReady
at [email protected]. Notice will be deemed
given twenty-four hours after e-mail is sent, unless the sending party is
notified that the e-mail address is invalid. Alternatively, FieldReady
may give You legal notice by mail to a postal address,
if provided by You through Your use any of the Services. In such case, notice
will be deemed given three days after the date of mailing.
16. Miscellaneous
Entire
Agreement. These
Terms and any policies applicable to You posted on Our
Services constitute the entire agreement between the parties with respect to
the subject matter hereof, and supersede all previous written or oral
agreements between the parties with respect to such subject matter.
Severability. If any provision of
these Terms is found to be illegal, void or unenforceable, then that provision
shall be deemed severable from these Terms and shall not affect the validity
and enforceability of any remaining provisions of these Terms.
Waiver. A provision of
these Terms may be waived only by a written instrument executed by the party
entitled to the benefit of such provision. The failure of FieldReady
to exercise or enforce any right or provision of these Terms will not constitute
a waiver of such right or provision.
Notice. Any notice or other
communication to be given hereunder will be in writing and given by facsimile,
postpaid registered or certified mail return receipt requested, or electronic
mail.
No
Agency. Nothing
in these Terms shall be construed as making either party the partner, joint
venture, agent, legal representative, employer, contractor or employee of the
other. Neither FieldReady nor any other party to
these Terms shall have, or hold itself out to any third party as having, any
authority to make any statements, representations or commitments of any kind,
or to take any action that shall be binding on the other except as provided for
herein or authorized in writing by the party to be bound.
Governing
Laws. These
Terms and Your use of the Services shall be governed by the substantive laws of
the State of California without reference to its choice or conflicts of law
principles that would require the application of the laws of another
jurisdiction, and shall be considered to have been made and accepted in the
State of California.
17. Agreement to
Arbitrate and Class Action Waiver
THIS
SECTION ONLY APPLIES TO USERS IN THE US AND CANADA.
Before
bringing a formal legal case, please first try contacting our support team at [email protected]. Most disputes can be
resolved that way.
We
Both Agree to Arbitrate. If we can't resolve our dispute amicably, You and FieldReady agree to
resolve any claims relating to these Terms, or any of Our other terms posted on
Our Services from time to time, through final and binding arbitration. This
applies to all kinds of claims under any legal theory.
Either
of Us can bring a claim in small claims court either in San Francisco,
California, or the county where You live, or some other place we both agree on,
if it qualifies to be brought in that court.
In
addition, if You or FieldReady brings a claim in
court that should be arbitrated or any of Us refuses to arbitrate a claim that
should be arbitrated, the other of Us can ask a court to force Us to go to
arbitration to resolve the claim (i.e., compel arbitration). You or FieldReady may also ask a court to halt a court proceeding
while an arbitration proceeding is ongoing.
No
Class Actions. We
all agree that we can only bring a claim against each other on an individual
basis. That means: (a) neither You nor FieldReady can
bring a claim as a plaintiff or class member in a class action, consolidated
action or representative action; (b) an arbitrator cannot combine more than one
person's claim into a single case, and cannot preside over any consolidated,
class or representative arbitration proceeding (unless we both agree to change
this); (c) an arbitrator's decision or award in one person's case can only
impact the person who brought the claim, not other Users, and cannot be used to
decide other disputes with other Users. If a court decides that this subsection
on "No Class Actions" is not enforceable or valid, then the entire
Section 18 (Agreement to Arbitrate and Class Action Waiver) will be null and
void, but, the rest of the Terms will still apply.
The
Arbitration Process. Any disputes between You and FieldReady
relating to the Services that involve a claim of less than USRs10,000 must be resolved exclusively through binding non-appearance-
based arbitration. A party electing arbitration shall initiate proceedings by
filing an arbitration demand with the American Arbitration Association (AAA).
The arbitration proceedings shall be governed by the AAA Commercial Arbitration
Rules, Consumer Due Process Protocol, and Supplementary Procedures for
Resolution of Consumer-Related Disputes. In addition, You and FieldReady agree that the following rules shall apply to
the arbitration proceedings: (a) the arbitration shall be conducted, at the
option of the party seeking relief, by telephone, online, or based solely on
written submissions; (b) the arbitration shall not involve any personal
appearance by the parties or witnesses unless otherwise mutually agreed by the
parties; and (c) any judgment on the award rendered by the arbitrator may be
entered in any court of competent jurisdiction. Any disputes between You and FieldReady relating to the Services that involve a claim of
less than USRs10,000 must be resolved in accordance
with the AAA's rules about whether the arbitration hearing has to be in-person.
Jurisdiction
for Legal Disputes Not Subject to Arbitration. If the Agreement to
Arbitrate is determined to be invalid or unenforceable or for any disputes that
do not qualify for arbitration, the dispute shall be subject to the exclusive
jurisdiction of the Federal and State courts located in San Francisco,
California. You hereby consent and submit to the personal and exclusive
jurisdiction of such courts for the purposes of litigating any such action.
Changes. Notwithstanding the
provisions of the modification-related provisions above, if FieldReady
changes this "Agreement to Arbitrate and Class Action Waiver" section
after the date you first accepted these Terms (or accepted any subsequent
changes to these Terms), you may reject any such change by providing FieldReady written notice of such rejection by mail or hand
delivery to: FieldReady, 22
Jodhpur, Rajasthan India, or by email from the email address
associated with your Account to: [email protected], within 30 days of the date such change
became effective, as indicated by the "last updated on" language
above. In order to be effective, the notice must include your full name and
clearly indicate your intent to reject changes to this "Agreement to
Arbitrate and Class Action Waiver" section. By rejecting changes, you are
agreeing that you will arbitrate any dispute between you and FieldReady in accordance with the provisions of this
"Agreement to Arbitrate and Class Action Waiver" section as of the
date you first accepted these Terms (or accepted any subsequent changes to
these Terms).