These Terms of Use ("Terms") govern the use Surt's identity verification and fraud prevention products and services ("Services"), provided by of Surt, and its related, affiliated or subsidiary companies (collectively, "Surt" "we" or "our"). When we refer to "you" or "your", we mean any individual who interacts with or uses the Services. By accessing, or using the Services, you represent that you understand and agree to comply with and be bound by these Terms.
PLEASE READ THE TERMS CAREFULLY. THEY AFFECT YOUR LEGAL RIGHTS AND INCLUDE A WAIVER OF YOUR RIGHT TO A JURY TRIAL AND RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT. ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THE TERMS, YOUR USE OF THE SERVICES, OR ANY RELATIONSHIP BETWEEN YOU AND US SHALL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION. IF YOU DO NOT AGREE WITH THIS AGREEMENT, DO NOT USE THE SERVICES.
You must be 18 years of age to use the Services within the United States.
You acknowledge and agree that you have read, understand, and consent to the processing of your personal information as set forth in our Privacy Policy and Biometric Information Policy.
YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE BEING PROVIDED ON AN AS-IS BASIS, AND THAT SURT HAS NOT MADE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE SERVICES, YOUR USE OF THE SERVICES, OR ANY INFORMATION RELATING TO THE SERVICES. SURT DOES NOT WARRANT THAT THE SERVICES, INCLUDING ALL INFORMATION CONTAINED THEREIN OR RELATED THERETO WILL NOT INFRINGE ANY PATENT, COPYRIGHT, OR TRADE SECRET RIGHTS OF ANY THIRD PARTY. SURT DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SURT DOES NOT WARRANT THAT THE SERVICES WILL MEET ANY USER REQUIREMENTS, THAT SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY ERRORS IN THE SERVICES WILL BE CORRECTED. ANY USE OF THE SERVICES IS AT USER'S SOLE RISK.
IN NO EVENT SHALL SURT BE LIABLE TO YOU OR TO ANY THIRD PARTIES FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR FOR ANY DAMAGES FOR LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THESE TERMS OR THE SERVICES INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICES, REGARDLESS OF CAUSE, WHETHER IN AN ACTION IN CONTRACT OR NEGLIGENCE OR OTHER TORTIOUS ACTION, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Except for disputes brought in small claims court, any dispute arising out of or relating to the Services, or any relationship between you and Surt (including affiliates), and its (and their) owners, shareholders, members, partners, directors, officers, employees, agents, contractors, advisors, successors, and assigns, without limitation, no matter how described, pleaded, or styled, will be resolved through final, binding arbitration under the substantive and procedural requirements of the Federal Arbitration Act. The arbitration will be conducted by a single, neutral arbitrator chosen by the parties, who shall be a retired judge or a lawyer with at least ten years of active practice in technology law and knowledgeable about software. The parties agree that the arbitrator, and not a court, will have exclusive jurisdiction over the interpretation, validity, and scope of this arbitration agreement. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Agreement is unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. The arbitrator's award may be entered in any court of competent jurisdiction. The costs of the arbitration filing fee, arbitrator's compensation, and facilities fees will be paid by Surt. Each party will pay for its own attorneys' fees and costs.
The arbitration shall be conducted under the Consumer-Related Disputes Supplementary Procedures and expedited procedures of the American Arbitration Association ("AAA"). You understand the information about the AAA arbitration process and the AAA Consumer Rules can be obtained at www.adr.org or by calling 800-778-7879. The arbitration will be conducted by telephone, online and/or be solely based on written submissions, the specific manner to be chosen by the party initiating the arbitration. The arbitration will not require any personal appearance by the parties or witnesses unless otherwise mutually agreed in writing by the parties.
You and Surt agree that any dispute or claim will be brought solely in that party's individual capacity, and not as a plaintiff or class member in any purported class action, representative proceeding, mass action or consolidated action. This means that you agree to arbitrate in your individual capacity only, not as a representative of a class, a member of a class, or a Private Attorney General. Likewise, an arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.
The fact of and all aspects of this arbitration and the underlying dispute will remain strictly confidential by the parties, their representatives, and the AAA. The parties agree that any actual or threatened violation of this provision would result in irreparable harm and will be subject to being immediately enjoined.
If this arbitration agreement is declared unenforceable and cannot be administered, interpreted, or modified to be enforceable, the parties agree to waive any right to a jury trial for any dispute to which this agreement applies and any dispute will be commenced and maintained exclusively in the state or federal courts in Delaware and the parties each consent to the personal jurisdiction of the courts. You hereby accept the exclusive jurisdiction of such court for this purpose. This provision survives the termination of the Terms. Notwithstanding anything herein to the contrary, you retain the right to pursue any claim in a small claims court and proceed on an individual basis for any such claim that is within the court's jurisdiction.
BY ACCEPTING THE TERMS YOU ACKNOWLEDGE THAT YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL AND ANY RIGHTS YOU MAY HAVE TO BRING ANY CLAIMS ON A CLASS, REPRESENTATIVE, CONSOLIDATED, OR MASS ACTION BASIS.
You agree that any claim you may have arising out of or related to these Terms or the Services or your relationship with Surt must be filed within one year after the claim arose; otherwise, your claim is permanently barred.
You agree that Surt may, at its sole discretion, modify these Terms at any time without notice by adding new terms or amending existing terms. Such modifications will be effective as of the date that the updated Terms are published, distributed, or otherwise made available to you ("Effective Date"). Your registration for, access to, or use of the Services after the Effective Date constitutes your acknowledgement of such modifications and your agreement to abide and be bound by the Terms as modified. Therefore, it is important that you periodically check for changes made to the Terms. If you do not accept the modifications, your sole remedy is to cease all use of the Services.
You agree that the laws of the State of Delaware, without regard to any principles of conflict of laws that would require or permit the application of the laws of any other jurisdiction, will govern these Terms. You shall not assign or transfer any of the rights or responsibilities set forth herein to any third party without the express written consent of Surt. In the event any provision of these Terms is held to be invalid or unenforceable, the remaining provisions of these Terms shall remain in full force. No waiver of any breach of these Terms shall constitute a waiver of any subsequent breach of the same or any other provision of these Terms. The parties shall, at all times, be considered independent entities, acting on their own behalf, in their own name, and pursuant to their own interests. Accordingly, these Terms and the activities to be undertaken in connection therewith, shall not be deemed to create any joint venture, partnership, agency or similar relationship between the parties. These Terms constitutes the complete agreement of the parties with respect to the Services and supersedes any previous understanding or agreements. The Terms may only be amended or modified in a writing signed by authorized representatives of the parties.