Last modified: May 31, 2018
Notice: Section 21 of this Agreement contains an Agreement to Arbitrate, which will, with limited exception, require you to submit claims you have against us to binding and final arbitration, unless you opt-out of the Agreement to Arbitrate in within 30 days after the date you accept these Terms by using the Site or the Service for the first time. Unless you opt-out: (i) you will only be permitted to pursue claims against the Company on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding; and (ii) you will only be permitted to seek relief (including monetary, injunctive and declaratory relief) on an individual basis.
1.1. General Scope. Subject to the terms and conditions of this Agreement, eLivelihood agrees to provide to the Customer access to the online family care and management tools and services.
1.2. The Company is not responsible for the conduct, whether online or offline, of any Customer or other user of the Site or the Service. Moreover, we do not assume and expressly disclaim any liability that may result from the use of information provided on our Site. All users, including Customers, hereby expressly agree not to hold the Company (or the Company’s officers, directors, shareholders, members, employees, subsidiaries, successors, assignees, agents, representatives, advertisers, marketing partners, licensors, independent contractors, and other affiliates, collectively “Affiliates”) liable for the actions or inactions of any Customer or Provider or any other third party for the information, instruction, advice or services which originated through the Site, and to the maximum extent possible under applicable law, the Company and its Affiliates expressly disclaim any liability whatsoever for any damage, suits, claims and/or controversies that have arisen or may arise, whether known or unknown.
2. Individual User Agreement and Eligibility.
2.1. The Service is intended for use by individual registered users. Each user must register separately and must establish and maintain an individual user account. All information that you submit using the Service must be real, accurate, and verifiable. You authorize us to make such inquiries as we determine are necessary to validate your identity and confirm your ownership of your email address and financial information, either directly or via a third party validation service. Failure to provide information that we require from you to operate the Service when requested is a violation of this Agreement. You are solely responsible for maintaining the security of your username and password. If you disclose this information to any third party, you shall be solely responsible for all actions taken through your account. You must notify the Company immediately if you suspect that your username or password has been stolen or is being misused by someone else.
2.2.1. the use of the Service is not prohibited by the laws, rules or regulations of any agency of the country or other legal jurisdiction in which the user resides;
2.2.2. the user is not employed by or associated with an entity identified on the U.S. Department of Commerce's Denied Persons or Entity List, the U.S. Department of Treasury's Specially Designated Nationals or Blocked Persons Lists, or the Department of State's Debarred Parties List, and is not otherwise ineligible to receive items subject to U.S. export control laws, rules, and regulations; or
2.2.3. the user nor any member of user’s household has ever been (i) the subject of a complaint, restraining order or any other legal action involving, arrested for, charged with, or convicted of any felony, any criminal offense involving violence, abuse, neglect, fraud or larceny, or any offense that involved endangering the safety of others, dishonesty, negligence or drugs, or (ii) registered, or currently required to register, as a sex offender with any government entity.
2.3. On the condition that you comply with all your obligations under this Agreement, we grant you a limited, revocable, nonexclusive, non-assignable, non-sublicensable license and right to access the Services.
3. License to Use the Service.
3.1. Subject to the terms of this Agreement and upon the payment of any applicable Fees, eLivelihood hereby grants User, and User hereby accepts, a limited, non-exclusive, non-transferrable, non-sublicenseable, and fully revocable right and license to:
3.1.1. access and use the features and functions of the service during the Term (as defined herein), solely by User’s authorized family members, close friends, authorized agents or fiduciaries to the extent such members have been granted the applicable permissions to access the services by the User (the “Authorized Users”) and in accordance with this Agreement;
3.1.2. to transmit content, data, information, or messages in connection with the day to day activities of the User (the “Data”) to and within the service; and
3.1.3. a non-exclusive, non-transferrable, and non-sublicenseable right and license to use, and to make reasonable numbers of copies of the text and/or graphical documentation that describe the features and functions of the service (the “Documentation”).
3.1.4. User is not permitted to use the service in excess of the usage restrictions set forth in this Agreement, in any manner not expressly authorized by this Agreement, or by applicable law. All rights not specifically granted to User are hereby reserved by eLivelihood.
3.1.5. Notwithstanding the foregoing, eLivelihood may discontinue or alter any aspect of the service, remove any User Data from the service, and restrict the availability of the service in eLivelihood’s sole discretion without prior notice or any liability.
3.1.6. The Authorized Users will be required to accept eLivelihoods End User Term of Service prior to first using the service.
4.1. The Company shall provide support by telephone at 303-663-0306 or by email at firstname.lastname@example.org, Monday through Friday, excluding U.S. Federal Holidays, from 8:00 a.m. to 5:00 p.m. U.S. Mountain Time. Support shall include assistance with general usage and functionality issues and correction of software bugs and errors. The Company shall make reasonable commercial efforts to correct or fix reported software bugs and errors promptly after being notified of the problem.
5. Social Media Features.
5.2. The Company is not legally responsible for any information or content posted or made available on the Service by any user which is defamatory, violates privacy rights, or otherwise violates the rights of another user or third party. The Company does not actively monitor or censor any information posted for viewing via the Service. The Company reserves the right to remove or restrict access to any information or content posted or made available on the Service if it determines that such information violates this Agreement or any law, rule, or regulation of any legal jurisdiction.
6. Links to Other Websites.
The Service may provide links to websites owned and operated by third parties. The Company exercises no control whatsoever over such websites and is not responsible or liable for the availability, content, advertising, products, services, or other materials available or viewable on such websites. Your access and use of such linked websites is solely at your own risk.
7. Term and Termination.
This Agreement commences when you register to use the Service for the first time and continues in force until terminated by you or the Company. Either you or the Company may terminate this Agreement immediately upon notice to the other party at any time and for any reason, with or without cause. Your rights to access and use the Service will cease immediately upon termination of this Agreement by either party. Upon any termination, the user will not be relieved from the obligation to pay any fees due to the Company which accrued before the termination date. Updates to the terms and conditions will be posted on www.eLivelihood.com and should be reviewed by users periodically. Users acknowledge that they agree to any updates made to the terms and conditions for this service.
This Agreement does not in itself create an agency, employment, franchise, joint venture, or partnership between the Company and any user. The Company and all users are independent contractors who have a contractual relationship with the Company in accordance with this Agreement and any other agreements between the parties. The Company reserves the right to refuse to provide the Services or to terminate access to the Service at any time for any reason. The Company may remove postings, profiles, comments, feedback or ratings at our discretion or if it determines that such information violates this Agreement or any law, rule, or regulation of any legal jurisdiction.
9. Inactive Accounts.
If the Company is unable to transfer funds to a User because the bank account information provided to the Company is incorrect and the Company is unable to contact the User using the contact information provided, then the Company may impose a monthly holding fee of $9.95 per month. When the Provider account reaches a zero balance it will be closed.
10. Service Level and Support Obligations.
10.1. The Company will use reasonable commercial efforts to make the Service available for access and use by the User. User acknowledges that the Company will not be liable for (a) any unavailability caused by acts or omissions of User; (b) problems with Users’s internet access or private computer network; and (c) the Company’s regularly scheduled maintenance work.
11. Data Security.
The Company will use reasonable commercial efforts to secure, protect, and maintain the integrity of the all data stored by Users in accessing and using the Service. Each User is solely responsible for the security of all usernames and passwords that may be required to access and use the Service. If the security of such information is comprised, Users shall promptly notify the Company.
12. Use With Your Mobile Device.
Use of these Services may be available through a compatible mobile device, Internet and/or network access and may require software. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider. eLivelihood MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO: (i) THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION; (ii) ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND (iii) ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES.
13. Online and Mobile Alerts.
eLivelihood may from time to time provide automatic alerts and voluntary account-related alerts. Automatic alerts may be sent to you following certain changes to your account or information, such as a change in your Registration Information.
13.1. Voluntary account alerts may be turned on by default as part of the Services. They may then be customized, deactivated or reactivated by you. These alerts allow you to choose alert messages for your accounts. eLivelihood may add new alerts from time to time, or cease to provide certain alerts at any time upon its sole discretion. Each alert has different options available, and you may be asked to select from among these options upon activation of your alerts service.
13.2. You understand and agree that any alerts provided to you through the Services may be delayed or prevented by a variety of factors. eLivelihood may make commercially reasonable efforts to provide alerts in a timely manner with accurate information, but cannot guarantee the delivery, timeliness, or accuracy of the content of any alert. eLivelihood shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert; for any errors in the content of an alert; or for any actions taken or not taken by you or any third party in reliance on an alert.
13.3. Electronic alerts will be sent to the email address or mobile number you have provided for the Services. If your email address or your mobile number changes, you are responsible for informing us of that change. Alerts may also be sent to a mobile device that accepts text messages. Changes to your email address and mobile number will apply to all of your alerts.
13.4. Because alerts are not encrypted, we will never include your passcode. However, alerts may include your Login ID and some information about your accounts. Depending upon which alerts you select, information such as an account balance or the due date for service charges may be included. Anyone with access to your email will be able to view the content of these alerts. At any time you may disable future alerts.
14. Rights You Grant to Us.
By submitting information, data, passwords, usernames, PINs, other log-in information, materials and other content to Intuit through the Services, you are licensing that content to eLivelihood for the purpose of providing the Services. eLivelihood may use and store the content in accordance with this Agreement and our Privacy Statement. You represent that you are entitled to submit it to eLivelihood for use for this purpose, without any obligation by eLivelihood to pay any fees or be subject to any restrictions or limitations. By using the Services, you expressly authorize eLivelihood permission to access your Account Information maintained by identified third parties, on your behalf as your agent, or as you acting as a qualified agent for a third party and you expressly authorize such third parties to disclose your information to us. You hereby authorize and permit eLivelihood to use and store information submitted by you to accomplish the foregoing and to configure the Services so that it is compatible with the third party sites for which you submit your information. For purposes of this Agreement and solely to provide the Account Information to you as part of the Services, you grant eLivelihood a limited power of attorney, and appoint eLivelihood as your attorney-in-fact and agent, to access third party sites, retrieve and use your information with the full power and authority to do and perform each thing necessary in connection with such activities, as you could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN ELIVELIHOOD IS ACCESSING AND RETRIEVING ACCOUNT INFORMATION FROM THIRD PARTY SITES, ELIVELIHOOD IS ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY THAT OPERATES THE THIRD PARTY SITE. You understand and agree that the Services are not sponsored or endorsed by any third parties accessible through the Services. eLivelihood is not responsible for any payment processing errors or fees or other Services-related issues, including those issues that may arise from inaccurate account information. You agree that any accounts associated on the eLivelihood platform you have the full legal authority to access and share information with other authorized team members.
15. eLivelihood is not a Financial Planner, Broker or Tax Advisor.
NEITHER ELIVELIHOOD NOR THE SERVICES ARE INTENDED TO PROVIDE LEGAL, TAX OR FINANCIAL ADVICE. ELIVELIHOOD IS NOT A FINANCIAL PLANNER, BROKER OR TAX ADVISOR. The Services are intended only to assist you in your financial organization and is broad in scope. Your personal financial situation is unique, and any information and advice obtained through the Service may not be appropriate for your situation. Accordingly, before making any final decisions or implementing any financial strategy, you should consider obtaining additional information and advice from your accountant or other financial advisers who are fully aware of your individual circumstances.
16. Disclaimer and Limitations.
16.1. General. This Agreement has been duly authorized, executed, and delivered by each party and is its legal, valid, and binding obligation in accordance with its terms. Each party’s obligations under this Agreement shall be performed in compliance with any obligations to third parties and all applicable law, rules, or regulations of any governmental entity or agency.
16.2. Data. 16.2. Data. Each User represents and warrants that: (a) it owns or has secured sufficient intellectual property rights to any and all Data that such party stores, accesses, and uses with the Service; (b) the Data does and will not contain any content that is unlawful, threatening, harassing, profane, tortuous, defamatory, libelous, deceptive, fraudulent, or violates any person’s privacy or publicity rights; and (c) the Data does not and will not contain a software virus or other harmful component.
16.3. Disclaimer. EXCEPT AS SET FORTH EXPRESSLY IN THIS AGREEMENT, THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT A WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL IMPLIED WARRANTIES OR CONDITIONS CONCERNING THE PERFORMANCE, OPERATION OR QUALITY OF THE SERVICE, INCLUDING ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN ADDITION AND WITHOUT LIMITING THE FOREGOING, THE COMPANY MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND WHETHER EXPRESS OR IMPLIED REGARDING THE SUITABILITY OF ANY USER OR OUR SITE TO PROVIDE SERVICES AS A PROVIDER OR TO EMPLOY THE SERVICES OF A PROVIDER.
16.4. No Modification. No agent or employee of the Company is authorized to make any warranty obligations on behalf of the Company or modify the limitations stated in this Section.
16.5. Assumption of Risk. You assume all risk when using the Site and the Services, including but not limited to all of the risks associated with any online or offline interactions with users of the Site or the Services. You agree to take all necessary precautions when interacting with other site visitors or users within our outside the Site.
16.6. Limitation of Liability.
16.6.1. In no event will the Company be liable for any indirect, special, incidental, or consequential damages, losses or expenses arising out of or relating to the use or inability to use the Site or Services, including without limitation damages related to any information received from the Site or Services, removal of content from the Site, including profile information, any email distributed to any user or any linked web site or use thereof or inability to use by any party, or in connection with any termination of your subscription or ability to access the Site or Services, failure of performance, error, omission, interruption, defect, delay in operation or transmission, computer virus or line or system failure, even if the Company, or representatives thereof, are advised of the possibility of such damages, losses or expenses.
16.6.2. UNDER NO CIRCUMSTANCES WILL ELIVELIHOOD’S AGGREGATE LIABILITY, IN ANY FORM OF ACTION WHATSOEVER IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE SERVICES OR THE SITE, EXCEED THE PRICE PAID BY YOU FOR THE SERVICES, OR, IF YOU HAVE NOT PAID ELIVELIHOOD FOR THE USE OF ANY SERVICES, THE AMOUNT OF $150.00 OR ITS EQUIVALENT.
16.6.3. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, AND/OR CONSEQUENTIAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SITE OR THE SERVICES, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM ANYONE'S RELIANCE ON INFORMATION OR OTHER CONTENT POSTED ON THE SITE, OR TRANSMITTED TO OR BY ANY USERS OR ANY OTHER INTERACTIONS WITH OTHER REGISTERED USERS OF THE SITE OR SERVICES, WHETHER ONLINE OR OFFLINE. THIS INCLUDES ANY CLAIMS, LOSSES OR DAMAGES ARISING FROM THE CONDUCT OF USERS WHO HAVE REGISTERED UNDER FALSE PRETENSES OR WHO ATTEMPT TO DEFRAUD OR HARM YOU.
16.7. Allocation of Risk. The Parties acknowledge that the foregoing limitations of liability represent a reasonable and negotiated allocation of risk, that these limitations constitute an integral part of this Agreement, and that absent these limitations the parties would not have executed this Agreement. The limitations will apply notwithstanding the failure of the essential purpose of any limited remedy.
“eLivelihood” is a trademark of the Company. All other marks, names, and logos displayed by the Service are the property of the Company or their respective owners. Your use of Company trademarks and other marks, names and logos displayed by the Service without our prior written consent is strictly prohibited.
19. Copyright Issues.
19.1. The Company respects the intellectual property rights of others, and requires that users do the same. It is our policy to respond promptly to any claims that intellectual property rights are being violated via the Service. If you believe that a work that you own or have rights to has been copied and made accessible via the Service in violation of your rights, you may notify us by providing our copyright agent with the following information in writing: (a) the electronic or physical signature of the owner of the copyright or the person authorized to act on the owner's behalf; (b) the identification of the copyrighted work at issue; (c) the identification of the material that is claimed to infringe the copyrighted work and information reasonably sufficient to permit the Company to locate the material, including the full URL; (d) your name, address, telephone number, and email address; (e) a statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (f) a statement, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf; and (g) if you are outside the United States, any other information required by the laws or regulations where you reside.
19.2. Our designated agent to receive notification of claimed infringement under the Digital Millennium Copyright Act of 1998 or other applicable laws is:
Attention: Copyright Officer
1941 Eliot St.
Denver, CO 80204
21. Agreement to Arbitrate.
21.1. This Section is referred to in these Terms as the "Arbitration Agreement". Unless you opt-out in accordance with the opt-out procedures set forth below, you agree that any and all disputes or claims that have arisen or may arise between you and the Company or a Company Affiliate, whether relating to these Terms (including any alleged breach thereof), the Services, the Site, or otherwise, shall be resolved exclusively through final and binding arbitration, rather than a court in accordance with the terms of this Arbitration Agreement, except you may assert individual claims in small claims court, if your claims qualify. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
21.2. Prohibition of Class and Representative Actions and Non-Individualized Relief
YOU AND THE COMPANY AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND THE COMPANY AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER ELIVELIHOOD USERS.
21.3. Pre-Arbitration Dispute Resolution. In the event of a dispute between you and the Company, you agree to first try in good faith to settle the dispute by mediation in Denver, Colorado under the Commercial Mediation Rules of the American Arbitration Association before resorting to arbitration (or litigation if you properly opted out of the arbitration provision). This requirement for mediation prior to arbitration or litigation may be waived if both you and the Company agree to do so in writing.
21.4. Arbitration Procedures.
21.4.1. Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association's ("AAA") rules and procedures, including the AAA's Supplementary Procedures for Consumer-Related Disputes (collectively, the "AAA Rules"), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org. Information about the AAA's Rules and fees for consumer disputes can be found at the AAA's consumer arbitration page, http://www.adr.org/consumer_arbitration. If there is any inconsistency between the AAA Rules and this Arbitration Agreement, the terms of this Arbitration Agreement will control. The arbitrator must also follow the provisions of these Terms as a court would, including without limitation, the limitation of liability provisions in Section 16.6.
21.4.2. To commence arbitration against eLivelihood Inc, you must complete a short form, submit it to the AAA, and send a copy to the Company at info@eLivelihood.com or to eLivelihood Inc, Attn: Legal Department, 1941 Eliot St., Denver, CO 80204. For more information, see the AAA's claim filing page, http://www.adr.org/fileacase. You may represent yourself in the arbitration or be represented by an attorney or another representative. Once we receive your arbitration claim, we may assert any counterclaims we may have against you.
21.4.3. The arbitration shall be held in Denver county. If the value of the relief sought is $10,000 or less, you or the Company may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and the Company subject to the arbitrator's discretion to require an in-person hearing, if the circumstances warrant. Attendance at any in-person hearing may be made by telephone by you and/or the Company, unless the arbitrator requires otherwise.
21.4.4. The arbitrator will decide the substance of all claims in accordance with the laws of the State of Colorado, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different users, but is bound by rulings in prior arbitrations involving the same user to the extent required by applicable law.
21.5. Costs of Arbitration. Payment of all filing, administration, and arbitrator fees (collectively, the "Arbitration Fees") will be governed by the AAA's Rules, unless otherwise provided in this Agreement to Arbitrate. Each party will be responsible for all other fees it incurs in connection with the arbitration, including without limitation, all attorney fees. In the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse the Company for all fees associated with the arbitration paid by the Company on your behalf that you otherwise would be obligated to pay under the AAA's rules.
21.6. Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision or award by the arbitrator, will be strictly confidential for the benefit of all parties.
21.7. Severability. If a court decides that any term or provision of this Arbitration Agreement other than Section 19.2 is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court decides that any of the provisions of Section 19.2 is invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void. The remainder of the Terms will continue to apply.
21.8. Opt-Out Procedure. You can choose to reject this Arbitration Agreement by mailing us a written opt-out notice ("Opt-Out Notice") in accordance with the terms of this Section. The Opt-Out Notice must be postmarked no later than 30 Days after the date you accept these Terms for the first time. You must mail the Opt-Out Notice to eLivelihood Inc, Attn: Legal Department, 1941 Eliot St., Denver, CO 80204. The Opt-Out Notice must state that you do not agree to the Arbitration Agreement and must include your name, address, phone number, and the email address(is) used to log in to the eLivelihood account(s) to which the opt-out applies. You must sign the Opt-Out Notice for it to be effective. This procedure is the only way you can opt-out of the Arbitration Agreement. If you opt-out of the Arbitration Agreement, all other terms of this Agreement will continue to apply. Opting out of the Arbitration Agreement has no effect on any previous, other, or future arbitration agreements that you may have with us.
21.9. Future Changes to this Arbitration Agreement. Notwithstanding any provision in these Terms to the contrary, you and we agree that if we make any change to this Arbitration Agreement (other than a change to any notice address or website link provided herein) in the future, that change shall not apply to any claim that was filed in a legal proceeding against the Company prior to the effective date of the change. Moreover, if we seek to terminate this Arbitration Agreement from these Terms, such termination shall not be effective until 30 days after the version of these Terms not containing the Arbitration Agreement is posted to the Site, and shall not be effective as to any claim that was filed in a legal proceeding against the Company prior to the effective date of removal.
22.1. All actions related to this Agreement will be governed by Colorado law and controlling U.S. Federal Law without regard to the choice of law provisions of any jurisdiction, however, the Federal Arbitration Act shall govern the interpretation and enforcement of Section 20, the Arbitration Agreement. Unless you and we agree otherwise, in the event that the Arbitration Agreement is found not to apply to you or to a particular claim or dispute (except for small-claims court actions), either as a result of your decision to opt-out of the Arbitration Agreement or as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that has arisen or may arise between you and the Company just be resolved exclusively by a state or federal court located in Denver, Colorado. You and the Company submit to personal jurisdiction of the courts located within Colorado for the purpose of litigating all such claims or disputes. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
22.2. The user may not assign or otherwise transfer its rights or obligations under this Agreement for any reason. The Company may assign this Agreement in its business discretion without the consent of the user provided that the assignee assumes and agrees to perform all of the Company’s obligations under this Agreement.
22.3. This Agreement shall be binding upon, and inure to the benefit of, the parties and their permitted respective successors and assigns.
22.4. Any express waiver or failure to exercise promptly any right under this Agreement will not create a continuing waiver or any expectation of non-enforcement.
22.5. If any provision of this Agreement is held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired thereby, and will be interpreted, to the extent possible, to achieve the purposes as originally expressed in the invalid, illegal or unenforceable provision.
22.6. A party is not liable under this Agreement for any breaches caused by events or conditions beyond that party's control, provided the party makes reasonable efforts to perform its obligations or cure the breach under the circumstances. This provision does not relieve the user of the obligation to make any payments then owing to the Company.
22.7. The terms and conditions of this Agreement, which are intended by their nature to survive its termination, shall survive such termination.
22.8. Each Affiliate (as defined in Section 1.4) is expressly made a third party beneficiary of this Agreement and may enforce this Agreement directly against you. This Agreement will be binding on and will inure to the benefit of the legal representatives, successors and assigns of the parties hereto.
Last Revised: May 31, 2018
Copyright © 2015 eLivelihood Inc. All rights reserved.