JADU AR INC.
Snowboard Design and Purchase
Terms of Service
Last Update: February 8, 2022
These Snowboard Design and Purchase Terms of Service (“SP TOS”) govern your: (a) use of this website (this “Site”); and (b) design and purchase through this Site of a snowboard or snowboards (“Snowboard(s)”) forged based upon a Jadu hoverboard non-fungible token (“NFT”) owned by you.
As used in this SP TOS, “Jadu”, “we”, “us”, and “our” refer to Jadu AR Inc., and “User”, “you” and “your” refer to users of this Site.
Under this SP TOS, any disputes arising between you and us are subject to binding arbitration, unless you exercise your right to opt out of arbitration within the period specified below. Please review “Mediation and Binding Arbitration” below.
If you are under 13 years of age, do not use the Site or provide any information to the Site.
Summary
This summary is general, provided only for convenience and does not address all aspects of this SP TOS. Because this Summary excludes important information that affects your rights, please review the SP TOS below in its entirety for important additional information, details and our complete legal conditions that apply to your use of this Site.
- This SP TOS is a legal agreement between you and Jadu that governs the terms of your Snowboard design and purchase. We may change the SP TOS at any time. Use of this Site is also subject to our Privacy Policy.
- This Site is not intended for children under the age of 13. If you are under 13, do not use this Site. If you are age 13 or over but under age 18, you may use this Site only with the consent of your parent or legal guardian.
- You grant Jadu a license to use Jadu NFT hoverboard materials you provide in connection with the design, forging and manufacture of the Snowboard(s). You will pay Jadu the agreed-upon price for the Snowboard(s), which will be manufactured by Gilson Snow, Inc. (“Gilson Snow”).
- This Site is owned by Jadu and its licensors. You may only use this Site for personal use.
- You may not copy or modify any content from this Site, or any trademarks appearing in this Site, except as we expressly allow in this SP TOS.
- You will be responsible for all charges you incur that are related to this Site. These charges may include the price of the Snowboard(s) and additional features or content, if any.
- You are responsible for maintaining the security of your account information in order to avoid unauthorized charges, including by children using your device.
- Amounts paid are non-refundable except as required under local law of your jurisdiction.
- We may discontinue or change this Site, including any features of this Site, at any time without notice or liability to you.
- Our liability to you relating to this Site is limited. You agree that any disputes will be subject to binding arbitration, to be held in Los Angeles, California, USA.
- Your Agreement to this SP TOS and Future Changes
- This SP TOS is a legal agreement between you and Jadu. We reserve all rights in and to this Site not expressly granted to you under this SP TOS. We may modify this SP TOS, at our sole discretion, without your consent, effective immediately upon posting of the revised SP TOS, and you agree to and accept this condition.
- Material changes to this SP TOS will be announced by posting them here. You agree to check this SP TOS each time before using this Site. Continued use of this Site following the posting of changes means that you accept and agree to the updated SP TOS.
License to Jadu
You hereby grant Jadu a non-exclusive, fully paid, royalty free, irrevocable, perpetual license throughout the world to utilize your Jadu hoverboard NFT and all elements thereof owned and/or controlled by you (collectively “Hoverboard IP”) in connection with the design, manufacture, sale, distribution and/or exploitation of the Snowboard(s).
By uploading and/or posting Hoverboard IP to the Site, you represent and warrant that: (a) you have all rights (including without limitation rights under applicable information protection, privacy and copyright laws) to do so; (b) you have all necessary rights, power and authority to make the grant of rights herein and perform all of your obligations under this SP TOS; (d) the Hoverboard IP and its use to create the Snowboard(s) will comply with and not violate any applicable smart contract(s), other law, legal or contractual terms; and (e) you are solely responsible for any liability related to your breach of any of the foregoing representations and warranties.
Forging
You and we will confer online to forge the Snowboard(s), which will be based upon your Jadu hoverboard NFT(s), before manufacturing begins. Price, Payment and Related Terms
In consideration of Jadu’s design services and sale of the Snowboard(s) to you, you will pay Jadu .222 ETH in accordance with the terms set forth here: [Hyperlink to Vivid payment terms]
When you make a purchase, any payment related information you provide, including without limitation your email and/or digital wallet address, is collected and processed directly by the corresponding blockchain and is processed/validated by the nodes on the Ethereum network; Vivid Tech, Inc. (“Vivid”), has facilitated this integration to the blockchain network. We never receive or store your digital wallet information, private keys or other sensitive information. Vivid commits to using industry standard security and complying with the Cryptocurrency Security Standard (“CCSS”). Vivid will enable Site visitors to sign and approve the transaction using their wallets at their own discretion. You will authorize Vivid to create the transaction that you can sign and approve for the total price of your Snowboard(s), including any applicable taxes and shipping and handling charges (“Purchase Price”). You agree that we are an intended third party beneficiary of your agreement with Vivid, and we are entitled to enforce its provisions on our behalf.
The total amount of the Purchase Price shall be payable in full upon checkout from the blockchain enabled payment system. Any Snowboard(s) for which full payment has not been received at checkout will be withheld and not delivered until full payment is received and validated into Jadu’s wallet. Prices are subject to change at any time, but subsequent price changes will not affect orders previously placed and received.
Manufacturing and Delivery
In connection with Snowboard forging, we will forward your fulfillment information, Snowboard design and related information to Gilson Snow. Gilson Snow will manufacture your Snowboard(s) as forged and deliver it/them to you at the address you specify. The Snowboard(s) will be subject to Gilson Snow’s Warranty, Shipping, Returns and Refunds and other policies available here: https://gilsonsnow.com/snowboards. For the avoidance of doubt, Jadu is not directly involved in manufacturing and delivery of any Snowboard(s), and Jadu will have no liability related to the foregoing activities, which are the sole responsibility of Gilson Snow. You agree to this section in its entirety, and you will solely direct returns, repairs, Snowboard service, and warranty issues to Gilson Snow. You agree that we are an intended third party beneficiary of your agreement with Gilson Snow, and we are entitled to enforce its provisions on our behalf.
Errors
Jadu takes commercially reasonable steps to post current, accurate prices for all snowboards. However, notwithstanding such steps, pricing errors may still occur. In addition, Jadu undertakes commercially reasonable steps to provide true and accurate images, including colors, of all snowboards. Actual images and colors that render on your computer or device depend on a number of factors, including the capabilities and settings of your monitor or device, and may therefore not be accurate. Accordingly, Jadu does not guarantee the accuracy of any images we provide. In the event of an error, we reserve the right to correct the error and revise your order accordingly (which includes charging the correct price) or to cancel the order and refund any amount charged. We will alert you of any such revision or cancellation via email.
Ownership
Upon Jadu’s receipt of the full Purchase Price(s), you shall become the sole owner of the Snowboard(s), provided that Jadu retains its ownership of its trademarks, copyrights and other intellectual property that are incorporated into and/or part of the Snowboard(s), and your ownership includes only and is limited to the physical Snowboard(s). We reserve all rights that are not expressly granted to you in this SP TOS.
To the fullest extent allowed by law you hereby grant to Jadu, and its respective successors and assigns, an exclusive, worldwide, royalty-free, perpetual, irrevocable license to reproduce, distribute, modify, publicly perform and publicly display any and all intellectual property that you conceive, develop, create and or contribute to the Snowboard(s) or you and we jointly conceive, develop or reduce to practice in connection with the Snowboard(s) (“Work Product”), with the right to sublicense and assign such rights in and to the Work Product including, without limitation, the right to use the Work Product in any way and in any media whatsoever now known or hereafter devised.
In the event you have any rights in and to the Work Product that cannot be licensed to Jadu, you hereby unconditionally and irrevocably waive the enforcement of all such rights, and all claims and causes of action of any kind with respect to any of the foregoing against Jadu, its distributors and customers, whether now known or hereafter to become known, and agree, at the request and expense of Jadu and its respective successors and assigns, to consent to and join in any action to enforce such rights and to procure a waiver of such rights from the holders of such rights.
Scope of License
Your rights under this SP TOS are limited to a personal, non-commercial, nontransferable license to use this Site. You may not copy (except as expressly permitted by this SP TOS), decompile, reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of this Site or any part thereof (except as and only to the extent that any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open-source components included in this Site). Any attempt to do so is a violation of the rights of Jadu and our licensors. If you breach this restriction, you may be subject to prosecution and damages. This SP TOS will govern any upgrades provided by Jadu that replace and/or supplement the Site.
Intellectual Property
All content included in this Site, including text, design, graphics, logos, user interfaces, button icons, images, photographs, audio clips, video clips, digital downloads, data compilations and software (but not including any content posted by Users) is owned by Jadu or our licensors and protected by applicable copyright laws. This Site may include registered and unregistered trademarks owned by or licensed to Jadu, which may not be copied, imitated or used, without the prior written permission of Jadu. You agree that you will not apply for, register, or otherwise use or attempt to use any Jadu trademarks or service marks, or any confusingly similar marks, anywhere in the world without our prior written consent in each case, which consent we may withhold in our sole discretion.
Charges
You may still incur charges incidental to using this Site even if this Site itself is free (for example, charges for internet access and other data transmission). You are solely responsible for the payment of such charges related to your use of this Site.
Any amounts paid through this Site are non-refundable, except to the extent required by applicable law or as expressly set forth in this SP TOS.
If you are a resident of the European Union, you consent that we may make virtual currency or virtual goods, if any, available to you directly after your order has been accepted. As a result, you hereby expressly acknowledge that you lose any legal right to withdraw from the purchase of such items.
Consent to Use of Data
We may ask you to submit personal information in order to use certain features of this Site. You agree to provide and maintain true, accurate, complete and current information. If you provide any information that is untrue, inaccurate, incomplete or not current, Jadu has the right to suspend or terminate your User Account and refuse any and all current or future use of this Site by you.
Jadu is committed to protecting your privacy. Please review our Privacy Policy, which explains what information we collect from you and how that information is used. By using this Site, you agree to be bound by the Privacy Policy, including without limitation the policies applicable to California residents here.
You agree that we may collect and use technical data, Site usage data, and related information, including but not limited to, technical information about your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support, and other services to you (if any) related to this Site. We may use this information, as long as it is in a form that does not personally identify you, to improve our products or to provide new applications to you.
Minor Users
This Site is not intended for children under the age of 13. If you are under 13 years of age, do not use this Site or provide any information to this Site.
If you are age 13 or over but under age 18, you may use this Site only with the consent of your parent or legal guardian. Jadu relies upon parents and guardians to determine if this Site is appropriate for viewing or access by persons under the age of 18. You agree to monitor use of your User Account by persons younger than the age of 18. You agree to accept full responsibility for any unauthorized use of your User Account by persons under the age of 18, including without limitation responsibility for any unauthorized use of your digital wallet, credit card or other payment instrument.
Taxes; Reporting
You will be solely responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments now or hereafter claimed or imposed by any governmental authority (“Taxes”) associated with the Snowboard(s) and/or your use of this Site (including, without limitation, any Taxes that may become payable as the result of your use, ownership or transfer of NFTs). You will pay or reimburse us for all Taxes that we are required to pay on your behalf. You shall not be entitled to deduct the amount of any Taxes from payments made to us pursuant to this SP TOS. If required by applicable law, we may provide information regarding your transactions to governmental authorities, including your personal information. You are entirely responsible for the safety and management of your own digital wallet.
We may require you to provide additional information and/or documents at the request of any competent authority or in connection with any applicable law or regulation, including without limitation laws related to anti-money-laundering. Jadu may also require you to provide additional information and documents in cases where we have reason to believe that: (a) you are using this Site (or any portion thereof) for money-laundering or for any other illegal activity; (b) you have concealed or reported false identification information and/or other details; and/or (c) transactions by you were effected in breach of this SP TOS. In such cases, Jadu, in its sole discretion, may (d) revoke any rights granted to you by Jadu hereunder; or (e) pause or cancel your transactions until such additional information and documents are reviewed by us and accepted as satisfying the requirements of applicable law. If you do not provide complete and accurate information and documents in response to such a request, Jadu may, in addition to the foregoing penalties, terminate your access to this Site.
All trademarks, service marks, and trade names associated with this Site are proprietary to Jadu or its licensors. We reserve all rights that are not expressly granted to you in this SP TOS.
You may not use the Jadu’s name or trademarks without our prior written consent, which may be granted or withheld in our sole discretion, provided that you may use Jadu’s name solely to refer to the origin of your NFT(s) used to forge Snowboard(s) hereunder. Non-response to a request for such approval shall constitute disapproval.
User Content
The Site may invite or enable you and other users to create, submit, post, display, import, upload, transmit, use, perform, publish or distribute communications, content and materials by e-mail or through online forums, comments windows or other functionality of the Site or portions thereof. This may include without limitation videos, blockchain-backed digital content, .vox files, holograms, NFTs and/or related metadata. All of the foregoing will be referred to herein as User Content, provided that User Content specifically excludes Hoverboard IP and your digital wallet information. You will be solely responsible for paying any and all costs associated with your User Content, including without limitation costs related to use of and/or uploading NFTs.
Jadu has no obligation to accept, display, review, maintain or otherwise exploit any User Content. By posting User Content to the Site, you represent and warrant that: (a) you have all rights (including without limitation rights under applicable information protection, privacy and copyright laws) to do so; (b) you have all necessary rights, power and authority to make the grant of rights herein and perform all of your obligations under this SP TOS; (c) such content is not illegal, defamatory or pornographic; (d) your posting of the User Content and its use on the Site will comply with and not violate any applicable smart contract(s), other legal or contractual terms; and (e) you are solely responsible for any liability related to your breach of any of the foregoing representations and warranties.
You agree that User Content is not confidential. You further agree that User Content will not be returned to you. You hereby grant to Jadu a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license (with the right to sublicense), to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast and otherwise exploit User Content for any purpose via the Site or by any other means now known or hereafter devised. You further hereby irrevocably grant to Jadu the unconditional right to use and exploit your user name, persona and likeness in any User Content and in connection with any User Content, in any and all media now known or hereafter devised in perpetuity throughout the world without any obligation to you. Except as prohibited by law, you waive any rights of attribution and/or any moral rights you may have in User Content, regardless of whether User Content is altered or changed in a manner not agreeable to you.
We may restrict your ability to share your User Content via the Site. Unless otherwise notified by Jadu, however, you may save and share User Content via third-party apps and sites subject to the terms of those third-party apps and sites and your ongoing compliance with this SP TOS.
We have no obligation to monitor, verify, correct or remove User Content, although we reserve the right to do so in our sole discretion from time to time. We are not liable for any damage resulting from any infringement of copyright, trademark or other proprietary rights by any User Content. However, if you believe that any User Content infringes copyright rights held by you, you may contact us at the e-mail address or physical mail address below with the following information and signature:
A description of the copyrighted work that you claim has been infringed;
A description of where the material that you claim is infringing is located on this Site;
Your address (including country), telephone number and e-mail address;
A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
A statement by you, made under penalty of perjury, that the above information in the notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf; and
An electronic or physical signature of the individual authorized to act on behalf of the owner of the copyright interest.
The notice should be sent to general@jadu.ar or, if by physical mail, to:
Copyright Notices
Jadu AR c/o Gamma Law
PO Box 136
San Francisco, CA 94104-0136 USA
Third-Party Services
This Site may contain links, login interfaces and other connections to third-party websites and apps, including without limitation digital wallets such as MetaMask. Such third-party services are provided as a convenience to you, and we are not responsible for, and do not sponsor the content of third-party services. Use of third-party services may require you to accept additional terms. We are not responsible for examining or evaluating, and do not warrant the offerings of, any third-party services, and you agree to use them at your sole risk. In particular, you acknowledge and agree that use of a third-party service may cause: (a) your personally identifying information to be disclosed; and/or (b) personally identifying information to be associated with you. The terms of service, terms of use, privacy policy and any other terms designated by the third-party service will govern your use of that third-party service. If you have any questions, concerns or complaints about a third-party service, please contact the support or contact personnel of that third-party service.
Prohibited Conduct
You agree not to: (a) interfere with or disrupt this Site or servers or networks, or disobey any requirements, procedures, policies or regulations of networks connected with this Site; (b) interfere with, disrupt or circumvent any security feature of this Site or any feature that restricts or enforces limitations on use of or access to this Site; (c) use this Site to violate the law; (d) use this Site to harm minors in any way; (e) use this Site to reveal any personal information about another individual, including any information that may be used to track, contact or impersonate that individual; (f) use this Site to defraud or mislead Jadu or other users; (g) use this Site to impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity; (h) use this Site for any commercial purpose, (i) use any other user's account for any purpose, including to circumvent a suspension or ban; (j) cheat or use, develop or distribute automation software programs (“bots”), “macro” software programs or other “cheat utility” software program or applications that are designed to modify the experience of this Site; or (k) submit false refund requests. Jadu reserves the right to determine in its sole discretion what conduct violates these restrictions or is otherwise outside the intentions of this SP TOS and to take action as a result, which may include termination of your User Account and exclusion from further participation on this Site.
Changes, Suspension or Termination of this Site
We reserve the right to add, change, suspend or discontinue this Site, or any aspect or feature of this Site, without notice or liability. You agree that we may alter this Site, which includes changing various terms and changing or eliminating parts of this Site, without contacting you in advance.
You agree that we may temporarily suspend this Site without prior notice. During any such period you may be unable to access any information you have stored on this Site. This may occur, for example, when we are conducting regular or emergency maintenance on this Site.
The license under this SP TOS is effective until terminated by you or Jadu. Your rights under this SP TOS will terminate automatically without notice from Jadu if you violate any terms listed in this SP TOS regardless of whether the violation is by, on behalf of or through you. Upon termination of the license, you shall cease all use of this Site.
You may, as the result of termination, lose your User Account and all information and data associated with it. You will not be entitled to any refund, reimbursement or other recovery as a result of any termination permitted under this SP TOS for any reason, whether initiated by you or Jadu. Jadu reserves the right to refuse to keep any account for or provide access to this Site to anyone.
No Warranty
YOU ACKNOWLEDGE AND AGREE THAT USE OF THIS SITE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS SITE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND JADU HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THIS SITE AND THE SNOWBOARD(S), EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND OF NONINFRINGEMENT OF THIRD-PARTY RIGHTS. NO JADU PARTY WARRANTS THAT THIS SITE, NFTS, OUR SERVERS OR E-MAIL SENT FROM US ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. JADU DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THIS SITE, THAT THE FUNCTIONS CONTAINED IN OR FEATURES PERFORMED OR PROVIDED BY THIS SITE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THIS SITE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THIS SITE WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY JADU OR OUR AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. 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.
WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS THE RESULT OF YOUR USE OF ETHEREUM OR ANY OTHER BLOCKCHAIN NETWORK OR METAMASK OR ANY OTHER DIGITAL WALLET, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (A) USER ERROR, SUCH AS FORGOTTEN PASSWORDS OR INCORRECTLY CONSTRUED SMART CONTRACTS OR OTHER TRANSACTIONS; (B) SERVER FAILURE OR DATA LOSS; (C) CORRUPTED WALLET FILES; (D) UNAUTHORIZED ACCESS OR ACTIVITIES BY THIRD PARTIES, INCLUDING BUT NOT LIMITED TO THE USE OF VIRUSES, PHISHING, BRUTE FORCING OR OTHER MEANS OF ATTACK AGAINST THE SITE, NETWORK OR WALLET.
Limitation of Liability
TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL JADU BE LIABLE FOR PERSONAL INJURY OR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THIS SITE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF JADU HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE AMOUNT OF FIFTY DOLLARS ($50.00). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Indemnification
You are responsible for damages incurred by Jadu and our affiliates as a result of your use of this Site, and you will defend, indemnify and hold harmless Jadu and our affiliates, and other users, from and against any and all claims, damages, costs and expenses, including attorneys' fees, arising from or related to your use of this Site and any breach by you of this SP TOS, the Privacy Policy and/or any other policies posted on this Site from time to time.
Export Compliance
You will comply with all U.S. export control, customs or economic sanctions laws (“Export Controls”) related to your access and use of this Site and the products purchased via this Site. You represent and warrant that: (a) 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 (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
No Support
You agree that we have no obligation to provide support relating to this Site. We may provide limited support to users who contact us via the “Communications” section of this SP TOS below, however, we may discontinue such support at any time.
Communications
You agree that Jadu may send e-mail to you for the purpose of informing you of upcoming events or offers, notifying you of changes to this Site, or for other purposes we deem appropriate.
Any questions relating to this Site should be sent as follows:
Jadu AR Inc.
general@jadu.ar
Disputes
As used in this SP TOS, “Dispute” means any dispute, claim, demand, action, proceeding, or other controversy between you and Jadu concerning this Site, the Snowboard(s), your or Jadu's obligations and performance under this SP TOS, and/or Jadu’s Privacy Policy, whether based in contract, warranty, tort (including, without limitation, fraud, misrepresentation, fraudulent inducement, concealment, omission, negligence, conversion, trespass, strict liability, and product liability), statute (including, without limitation, consumer protection and unfair competition statutes), regulation, ordinance, or any other legal or equitable basis or theory. “Dispute“ will be given the broadest possible meaning allowable under law. However, “Dispute” does not include a claim to enforce or protect, or concerning the validity of, any of your or Jadu’s (or any of Jadu’s licensors’) intellectual property rights or a claim related to, or arising from, allegations of theft, piracy, or unauthorized use.
Informal Negotiation and Binding Arbitration
PLEASE READ THIS CAREFULLY. IT AFFECTS YOUR RIGHTS.
You may opt out of arbitration within a limited period. Please see “Opt-Out Right” below.
Informal Negotiation
You and Jadu agree to attempt in good faith to resolve any Dispute before commencing arbitration. Unless you and Jadu otherwise agree in writing, the time for informal negotiation will be sixty (60) days from the date on which you or Jadu provides written notice of the Dispute. You and Jadu agree that neither will commence arbitration before the end of the time for informal negotiation.
Binding Arbitration
If informal negotiation is not effective, arbitration shall be conducted before a single arbitrator under the Commercial Rules of the American Arbitration Association (AAA), including the AAA’s Supplementary Procedures for Consumer Related Disputes. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Commercial Rules, Consumer Due Process Protocol and the Supplementary Procedures for Consumer Related Disputes. Unless the claim is for more than ten thousand dollars (US$10,000), the arbitration shall be conducted solely through the submission of documents, by phone or online. The arbitrator shall make a decision in writing, and shall provide a statement of reasons if requested by either party. YOU UNDERSTAND AND ACKNOWLEDGE THAT BY AGREEING TO BINDING ARBITRATION, YOU ARE GIVING UP THE RIGHT TO LITIGATE (OR PARTICIPATE IN AS A PARTY OR CLASS MEMBER) ALL DISPUTES IN COURT BEFORE A JUDGE OR JURY. INSTEAD, YOU UNDERSTAND AND AGREE THAT ALL DISPUTES WILL BE RESOLVED BEFORE A NEUTRAL ARBITRATOR, WHOSE AWARD (DECISION) WILL BE BINDING AND FINAL, EXCEPT FOR A LIMITED RIGHT OF APPEAL UNDER THE FEDERAL ARBITRATION ACT. ANY COURT WITH JURISDICTION OVER THE PARTIES MAY ENFORCE THE ARBITRATOR'S AWARD. Nothing herein will prevent Jadu or you from pursuing a claim in small claims court with applicable jurisdiction.
Limitation
You and Jadu agree that any arbitration shall be limited to the Dispute between Jadu and you individually. YOU AND JADU AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Jadu agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding. If this provision is determined to be unenforceable, then the entirety of this Mediation and Dispute Resolution section shall be null and void.
Opt-Out Right
You can reject and opt-out of this binding arbitration agreement within thirty (30) days of your first use of this Site by emailing Jadu at general@jadu.ar with your first and last name and the e-mail address associated with your account and stating your intent to opt-out of binding arbitration. Note that opting out of this arbitration agreement does not affect any other part of this SP TOS, including the provisions regarding controlling law or in which courts any disputes must be brought.
This section survives termination of this SP TOS.
Governing Law
The laws of the State of California, USA, excluding its conflicts of law rules, govern this SP TOS and your use of this Site. Your use of this Site may also be subject to other local, state, national, or international laws. In the event that the agreement above to arbitrate is not effective for any reason, you hereby agree to personal jurisdiction by and venue in the federal and state courts of Los Angeles, California, USA for all disputes in connection with this SP TOS or any related dispute between you and us or our affiliates. We and you agree that the UN Convention on Contracts for the International Sale of Goods (Vienna, 1980) shall not apply to this SP TOS or to any dispute or transaction arising out of this SP TOS.
All services hereunder are offered by Jadu AR Inc., which may be reached at general@jadu.ar, by telephone at +1 (303) 478-7710 or by physical mail at c/o Gamma Law, PO Box 136, San Francisco, CA 94104-0136 USA. The Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs may be contacted in writing at 400 R St., Sacramento, California 95814.
Severability
If any of the terms or conditions of this SP TOS shall be deemed invalid, void or for any reason unenforceable, that provision shall be severable and shall not affect the validity and enforceability of all or any remaining portion of this SP TOS.
Delay in Enforcement
No delay or failure to take action under this SP TOS shall constitute any waiver by us of any provision of this SP TOS.
Complete Agreement
This SP TOS, the Privacy Policy, and any other policies posted on this Site from time to time, constitute the complete agreement between you and Jadu with respect to the subject matter hereof and thereof and supersede all prior agreements or representations between you and Jadu.
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