Terms | Insuredcart

Insuredcart

YOUR USE OF AND ACCESS TO OUR SERVICES (DEFINED BELOW) ARE SUBJECT TO THE FOLLOWING TERMS. IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT USE OR ACCESS OUR SERVICES IN ANY MANNER. If you accept or agree to these Terms and Conditions of Use on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and Conditions of Use and, in such event, “you”, “your” will refer and apply to that company or other legal entity in addition to you.

Terms and Conditions Effective Date: 01/28/2020

The purpose of this terms of use agreement (“Terms of Use”) is to set forth the terms and conditions under which Insuredcart App Inc. and/or its affiliated companies (collectively, “Insuredcart”, “we”, “us” or “our”), make our Internet website (“Site”) and related software-as-a-service platform (“Platform”), as well as any products and services made available thereon. This includes but is not limited to our shipping insurance policies and services (the “Insuredcart Policy”) (collectively, the Site, Platform, Insuredcart Policy, and other products and services made available through the Site) and the content and materials available on the Services (the “Content”) available to merchants (“you” or “your”) and the conditions under which such merchants may have access to and use such Services and Content.

Please read these Terms of Use carefully before using our Services or Content.

By accessing or using the site and/or services, or taking any other action to signify your acceptance of these Terms of Use, or completing our account registration process, you: (1) agree to be bound by these Terms, and any future amendments/additions to these Terms, subsequently published through the Site; and (2) represent that you are of legal age in your jurisdiction of residence to form a binding contract with Insuredcart. Your use of and participation in certain services may be subject to additional terms (“Supplemental Terms”). Such Supplemental Terms will either be listed in the Terms of Use or will be presented to you for your acceptance when you sign up. If the Terms of Use are inconsistent with the Supplemental Terms, it shall control with respect to such Service. The Terms of Use and any applicable Supplemental Terms are referred to herein as the “Agreement.” These Terms of Use include the provisions in this document, as well as those in the Insuredcart Privacy Policy.

Insuredcart may modify these Terms of Use at any time, without prior notice and such modification shall be effective: (1) for Users who first use the Site affected by such modification after the posting by Insuredcart on the Website or (2) for existing Users, thirty (30) days after posting by Insuredcart on the Website. If you do not agree to the modification, you may not access the website nor use its services.

See our current Privacy Policy for information regarding our collection and use of personal information.

SECTION ONE: USES OF SERVICE CONTENT

Insuredcart develops and provides you with applications designed to enhance your e-commerce platform. Our software applications are built as an add-on to your existing online storefront, offering value-added features. Through our software applications, you will be able to provide your customers with the opportunity to add their shipments to the Insuredcart Policy. Insuredcart offers software that allows your customers to file a notice of loss and to track the location of their shipments. Upon an election to protect their purchases under the Insuredcart Policy, your customers will receive a link to file such notices of loss and to track such shipments.

SECTION TWO: REGISTERING AN ACCOUNT

In order to access certain features of the Site and Services, you may be required to register an Account and become a Registered User. When registering an account for the Services, you agree to provide only accurate, current and complete information requested by the registration form (the “Registration Data”) and to promptly update the Registration Data thereafter as necessary to keep it current. You represent that you are not barred from using the Services under any applicable law and that you will be responsible for all activities that occur under your Account.

You may not authorize any third party (other than, if applicable, the employees, consultants or agents of the corporate member you represent) to access or use our Services on your behalf. You are responsible for maintaining the confidentiality of the user ID and password, and for all activities that occur under your user ID. You agree to immediately notify us of any unauthorized use of your user ID or other breaches of security. We will not be liable for any loss or damage arising from any unauthorized use of your account. You acknowledge that you have no ownership or other property interest in your Account and that all rights in and to your account are owned by and inure to the benefit of Insuredcart.

SECTION THREE: COPYRIGHT AND TRADEMARK

Except as otherwise indicated, our Services and Content, and all rights to that, are the property of Insuredcart and/or our affiliated companies and are protected under U.S. copyright, trade secret, trademark and patent law as well as international treaty provisions, with all rights reserved. Insuredcart App and other related graphics, logos, service marks and trade names used on or in connection with the Services are the trademarks of Insuredcart App Inc. and may not be used without permission in connection with any third-party products or services.

Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners. Subject to these Terms of Use, Insuredcart grants you a limited license to install and use the Services solely to operate your online store. Any future release, update, or other addition to the Services and/or Content shall be subject to these Terms of Use. Insuredcart, its suppliers, and its service providers reserve all rights not granted in Terms of Use.

SECTION FOUR: RESTRICTIONS ON THE USE OF SERVICES Except as authorized herein or with our prior written approval, you are prohibited from copying, modifying, displaying, distributing, transmitting, transferring, redelivering, publishing, selling, marketing, renting, leasing, licensing or sublicensing, creating derivative works, or otherwise using or making available to any third party/parties any of our Services or any of the Content for any purpose. Systematic retrieval of data from any of our Services or the Content, unless with our express written permission, is prohibited. You agree that you will not, directly or indirectly, reverse engineer, decompile, reproduce or otherwise attempt to derive source code, trade secrets, or other intellectual property from any information, material, or technology included on any of our Services or in the Content. Any attempt to do so is a violation of our rights, and if breached, you may be subject to prosecution. Finally, you are strictly prohibited from accessing and/or using the Services or any Content to develop or have a third party improve, a product or service that is similar or competitive to the Services, including but not limited to any product or service that offers or makes available shipping insurance to its customers.

Additional Restrictions During the Term and after that for twenty-four (24) months, Partner will not for any reason, whether directly or indirectly, (i) solicit, recruit, or encourage any Insuredcart customer, employee, or consultant to reduce, alter, or terminate its relationship with Insuredcart or (ii) divert any potential Insuredcart customer away from Insuredcart.

In addition, Partner will not for any reason, whether directly or indirectly, participate in any manner with any person, firm, or other entity that competes with Insuredcart’s business within the geographic boundaries of the United States of America. Furthermore, for the established duration, neither Party will make any negative, false or misleading statements with respect to the other Party. Notwithstanding, nothing in this paragraph shall prohibit a Party from providing truthful information pursuant to the order or requirement of a court, administrative agency, or other governmental body; provided, however, that a notice of such court order has been presented to the other Party prior. This is to enable such Party to seek a protective order or otherwise prevent such disclosure.

SECTION FIVE: INSURANCE

For Insuredcart App, Inc. (“Insuredcart”) to extend Insuredcart Plus protection to customers, Safe Order Solutions (Insuredcart’s licensed producer entity) procures a cargo insurance policy from Roanoke Trade through Lloyds of London that designates Insuredcart as the named insured (the “Insuredcart Policy”). The Insuredcart Policy extends coverage to shipments where the transportation is tracked through Insuredcart. This offer is intended to ensure your cargo and does not, directly or indirectly, insure you as a customer. Your election to add packages to Insuredcart’s Cargo Insurance Policy is entirely optional. You have the option of obtaining protection from an alternative source or not at all.

Our Policy provides shipping insurance for your customers’ online purchases that are lost or damaged while in transit or “porch pirated” (“porch pirated” meaning the carrier reports the status as “delivered”, but the parcel has been stolen from the delivery address, and a police report has been filed).

Insuredcart will provide your customers with a summary of the Insuredcart Policy and instructions to file a notice of loss. Upon your agreement to these Terms of Use, the Insuredcart Platform and access to the Insuredcart Policy will be activated on your site. Upon addition of your billing information to your Account, the widget will go live on your website. Insuredcart reserves the right to change pricing at any time. If your customers opt into the Insuredcart Policy, this charge will appear for such customers to review and verify at checkout. The Insuredcart Platform may, from time to time at Insuredcart’s sole discretion, test cost variances to identify the optimal conversion rate. i Claims for packages marked “delivered must be filed after five days and before 15 days from the date the package was marked “delivered.” ii Claims for packages presumed to be lost (where the status is not “delivered”) must be filed after seven days (20 for international) and within 30 days from the last checkpoint.

All fees paid for the Services are non-refundable and non-transferable except as may be expressly provided in these Terms. You may cancel the Services at any time at no charge— simply uninstall the Services you no longer want to use, and Insuredcart will cease providing the Services to you. Insuredcart, through its licensed affiliate Safe Order Solutions, may receive a commission from an insurer or other intermediary and/or additional compensation in connection with your participation in the Insuredcart Caro Insurance Policy.

See our Policy Summary for more information.

SECTION SIX: THIRD-PARTY SERVICES

Some of Insuredcart Services and/or Content may contain links to third-party services (“Third-Party Services”). When you use Third-Party Services, we will not warn you that you have left the Insuredcart Services and are subject to the terms and conditions (including privacy policies) of another website or destination. Insuredcart is not responsible for any Third-Party Services. Company provides these Third-Party Services only as a convenience and does not endorse, warrant, or make any representations concerning Third-Party Services (or any product or service provided in connection in addition to that). You use all links in Third-Party Services at your own risk. We will not be liable for any contingencies arising from the use of a third-party website. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Services, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

SECTION SEVEN: INTELLECTUAL PROPERTY

We own and retain all right, title, and interest in and our Services (except for any licensed content and software components included therein). We do not grant you any license, express or implied, to any of our intellectual property or that of our licensors. You further acknowledge and agree that any information regarding the design, “look and feel”, specifications, functionality or and payment/pricing terms(if applicable) of our Services is considered our confidential and proprietary information (collectively “Confidential Information”).

You retain all right, title and interest in and to (a) all graphics, images, files, data and other information transmitted by you to Insuredcart in connection with its use our Services and (b) reports and other materials generated by our Services following such transmission (collectively, “Member Data”), provided, however, that you hereby grant to us a permanent, worldwide, royalty-free, non-exclusive license to use (i) data generated as a result of your use of our Services solely for purposes of (x) maintaining and improving our Services and (y) providing you with access to special product offers and promotions and (ii) anonymous, aggregated data regarding your use of our Services compiled by us.

Our graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, trademarks or trade dress of Insuredcart in the U.S. and/or other countries. Our trademarks and trade address may not be used, in any manner that is likely to cause confusion and may not be copied or used, without our prior written permission. We also reserve the right to determine and control all aspects (including all functionality) of the Service and our trade dress, as well as the right to re-design, modify and remove any or all aspects of them.

SECTION EIGHT: GENERAL PROHIBITIONS

Your use of the Services is further subject to the following additional restrictions:

You represent, warrant, and agree that you will not contribute any content or otherwise use our Services or interact with our Services in a manner that:

1 Infringes or violates the intellectual property rights or any other rights of anyone else (including us);

2 Violates any law or regulation, including any applicable export control laws;

3 Is harmful, fraudulent, threatening, harassing, defamatory, obscene, or otherwise objectionable;

4 Jeopardizes the security of your Insuredcart account or anyone else’s (such as allowing someone else to log in to our Services as you);

5 Attempts, in any manner, to obtain the password, account, or other security information from any other user;

6 Violates the security of any computer network, or cracks any passwords or security encryption codes;

7 Runs Mail list, Listserv, any form of auto-responder or “spam” on our Services, or any processes that run or are activated while you are not logged into our Services, or that otherwise interfere with the proper working of our Services (including by placing an unreasonable load on our Services’ infrastructure);

8 “Crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to our Services or Content (through use of manual or automated means);

9 Copies or stores any significant portion of the Content;

10 Decompiles, reverse engineers or otherwise attempt to obtain the source code or underlying ideas or information of or relating to our Services.

A violation of any of the foregoing is grounds for immediate termination of your right to use or access our Services.

SECTION NINE: DIGITAL MILLENNIUM COPYRIGHT ACT NOTICE

If you believe that your intellectual property rights have been violated by something on our Services, please contact our copyright agent as follows:

Insuredcart App, Inc

Attention: Copyright Agent

c/o Ballard Spahr, LLP

201 South Main Street, Suite 800

Salt Lake City, UT 84111 and provide the following information:

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of or a representative list of the work you believe has been infringed;
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
Information reasonably sufficient to permit us to contact you;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

SECTION TEN: INDEMNIFICATION

You agree to indemnify and hold Insuredcart, its parents, subsidiaries, affiliates, officers, employees, contractors, agents, business partners, and licensors (collectively, the “Insuredcart Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) your misuse of the Services; (b) your violation of this Agreement; (c) your violation of any rights of another party, including any Users; or (d) your violation of any applicable laws, rules or regulations. Insuredcart reserves the right, at its own cost, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you. In this event, you will fully cooperate with Insuredcart in asserting any available defences. You agree that the provisions in this Section will survive any termination of this Agreement or your access to Services.

SECTION ELEVEN: DISCLAIMER OF WARRANTY YOUR USE OF ANY OF OUR SERVICES AND ANY OF THE CONTENT, INCLUDING BUT NOT LIMITED TO SERVICES, POLICY INFORMATION, GRAPHICS, TEXT AND HYPERLINKS OR REFERENCES TO OTHER WEBSITES, IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL WARRANTIES IN CONNECTION WITH OUR SERVICES AND THE CONTENT. OUR SERVICES AND ALL CONTENT IS PROVIDED “AS IS”, “AS AVAILABLE” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FURTHER, WE DO NOT MAKE ANY OTHER REPRESENTATIONS OR WARRANTIES THAT OUR SERVICES OR CONTENT WILL MEET YOUR REQUIREMENTS, BE UNINTERRUPTED OR FREE FROM ERRORS, THAT ANY ERRORS WILL BE CORRECTED, OR THAT THE SERVICES OR CONTENT WILL BE FREE FROM MALICIOUS SOFTWARE, VIRUSES OR OTHER HARMFUL COMPONENTS. FURTHER, WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR RESULTS OF THE USE OF THE SERVICES OR ANY OF THE CONTENT, NOR THE ADEQUACY, ACCURACY OR COMPLETENESS OF THE SERVICES OR ANY CONTENT OR ANY OF THE INFORMATION, PRODUCTS OR SERVICES PROVIDED THROUGH THE SERVICES OR CONTENT. NO ORAL OR WRITTEN INFORMATION GIVEN BY ANY PARTY SHALL CREATE ANY SUCH WARRANTIES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU. IN NEW JERSEY, THE ABOVE DISCLAIMER OF THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE DOES APPLY TO YOU BUT DOES NOT LIMIT OUR LIABILITY FOR A VIOLATION OF A STATUTORILY IMPOSED DUTY.

SECTION TWELVE: LIMITATION OF LIABILITY TO THE FULLEST EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM, AND YOU AGREE NOT TO HOLD US RESPONSIBLE FOR, ANY LOSSES, DAMAGES, INJURIES, CLAIMS OR OTHER LIABILITY OF ANY KIND, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR ACCESSING OR USING OR INABILITY TO ACCESS OR USE ALL OR ANY PART OF ANY OF OUR SERVICES OR ANY OF THE CONTENT, OR YOUR RELIANCE ON SUCH SERVICES AND/OR CONTENT, OR ANY FAILURE OF PERFORMANCE, ERROR, INTERRUPTION, DEFECT, DELAY IN TRANSMISSION, COMPUTER VIRUSES OR OTHER HARMFUL COMPONENTS OR CONTENT, OR LINE OR SYSTEM FAILURE ASSOCIATED WITH SUCH SERVICES AND/OR CONTENT, REGARDLESS OF OUR NEGLIGENCE AND/OR KNOWLEDGE THEREOF.

UNDER NO CIRCUMSTANCES WILL Insuredcart BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) THE TOTAL AMOUNT PAID TO Insuredcart BY YOU DURING THE ONE MONTH PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY AND (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF Insuredcart FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A Insuredcart PARTY’S NEGLIGENCE, OR FOR (B) ANY INJURY CAUSED BY A Insuredcart PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.

THE LAW IN CERTAIN STATES, INCLUDING NEW JERSEY, MAY NOT ALLOW THE DISCLAIMER OR EXCLUSION OF ANY OR ALL OF SUCH LIABILITY, AND AS SUCH, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NEW JERSEY, THIS PROVISION DOES NOT LIMIT OR EXCLUDE OUR LIABILITY FOR OUR OWN INTENTIONAL TORTS, WILLFUL OR RECKLESS CONDUCT, GROSS NEGLIGENCE, OR VIOLATION OF A STATUTORILY IMPOSED DUTY.

SECTION THIRTEEN: TERMINATION

At its sole discretion, Insuredcart may modify or discontinue the Services, or may suspend, or terminate your access to the Services, for any reason, with or without notice to you and liability to you or any third party. Insuredcart will not be responsible for refunding or otherwise paying any funds, amounts or credits that may be owed to you if we have suspended or terminated your permission to use the Services. In addition to suspending or terminating your access to the Services, Insuredcart reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress. Even after your right to use the Services is terminated, this Agreement will remain enforceable against you, and unpaid amounts you owe to Insuredcart for any purchases will remain due.

SECTION FOURTEEN: INTERNATIONAL USERS Services can be accessed from countries around the world and may contain references to services and content that are not available in your country. These references do not imply that Insuredcart intends to announce or promote the availability of such services or content in your country. Services are controlled and offered by Insuredcart from its facilities in the United States of America. Insuredcart makes no representations that Services are appropriate or available for use in other locations. Those who access or use Services from other countries do so at their own volition and are responsible for compliance with local law.

SECTION FIFTEEN: DISPUTE RESOLUTION

Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with Insuredcart and limits the manner in which you can seek relief from us.

You agree that any dispute or claim relating in any way to your access or use of the Services, to any products sold or distributed through the Services (including any Insuredcart Policy), or to any aspect of your relationship with Insuredcart, will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims in small claims court if your claims qualify, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; and (2) you or Insuredcart may seek equitable relief in court for infringement or other misuses of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement or any prior version of this Agreement.

IF YOU AGREE TO ARBITRATION WITH Insuredcart, YOU ARE AGREEING IN ADVANCE THAT YOU WILL NOT PARTICIPATE IN OR SEEK TO RECOVER MONETARY OR OTHER RELIEF IN ANY LAWSUIT FILED AGAINST Insuredcart ALLEGING CLASS, COLLECTIVE, AND/OR REPRESENTATIVE CLAIMS ON YOUR BEHALF. INSTEAD, BY AGREEING TO ARBITRATION, YOU MAY BRING YOUR CLAIMS AGAINST Insuredcart IN AN INDIVIDUAL ARBITRATION PROCEEDING. IF SUCCESSFUL ON SUCH CLAIMS, YOU COULD BE AWARDED MONEY OR OTHER RELIEF BY AN ARBITRATOR. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING WHETHER TO ACCEPT THIS AGREEMENT, INCLUDING THIS ARBITRATION AGREEMENT.

SECTION SIXTEEN: ARBITRATION RULES AND FORUM

The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent: Ballard Spahr, LLP 201 South Main Street, Suite 800, Salt Lake City, Utah 84111. JAMS will conduct the arbitration, and an established alternative dispute resolution provider. Disputes involving claims and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at jamsdr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, Insuredcart will pay them for you. In addition, Insuredcart will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. Likewise, Insuredcart will not seek attorneys’ fees and costs in arbitration unless the arbitrator determines the claims are frivolous.

You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed to location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

The arbitrator, and not any federal, state or local court or agency shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Insuredcart. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Terms of Use (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.

YOU AND Insuredcart HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Insuredcart are instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in this section. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Terms of Use as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.

ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Notwithstanding anything to the contrary herein, (a) representative action for public injunctive relief may be arbitrated on a class basis and (b) in the event that the foregoing sentence is deemed invalid or unenforceable with respect to a particular class or dispute for recovery of damages, neither you nor we are entitled to arbitration, and instead, claims and disputes shall be resolved in a court as set forth in the Exclusive Venue section below.

You have the right to opt-out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt-out to the following address: Ballard Spahr, 201 South Main Street, Suite 800, Salt Lake City, Utah 84111, within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your Account, and an unequivocal statement that you want to opt-out of this Arbitration Agreement. If you opt-out of this Arbitration Agreement, all other parts of these Terms of Use will continue to apply to you. Opting out of this Arbitration Agreement does not affect any other arbitration agreements that you may currently have, or may enter in the future, with us.

SECTION 17: MISCELLANEOUS The communications between you and Insuredcart use electronic means, whether you visit Services or send Insuredcart e-mails, or whether Insuredcart posts notices on Services or communicates with you via email. For contractual purposes, you (1) consent to receive communications from Insuredcart in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications related to this Agreement that Insuredcart provides to you electronically satisfy any legal requirement that such communications would satisfy if they were made in writing in a physical document. The foregoing does not affect your statutory rights.

This Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Insuredcart’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.

Insuredcart shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Insuredcart agree that all claims and disputes arising out of or relating to this Agreement or the Services will be litigated exclusively in the state courts located in Salt Lake City, Utah or federal courts located in the District of Utah.

This Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of Delaware, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

Where Insuredcart requires that you provide an e-mail address, you are responsible for providing Insuredcart with your most current e-mail address. In the event that the last e-mail address you provided to Insuredcart is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by this Agreement, Insuredcart’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Insuredcart at the following address: Insuredcart App, Inc. c/o Ballard Spahr, LLP 201 South Main Street, Suite 800, Salt Lake City, Utah 84111. Such notice shall be deemed given when received by Insuredcart by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.

Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or such provision on any other occasion.

If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, and the original intention of the parties and the remaining portions shall remain in full force and effect.

This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.

Insuredcart is a registered business in Utah, USA.