Effective: Nov 7, 2019
PLEASE REVIEW THE TOU CAREFULLY. BY REGISTERING FOR AN ACCOUNT OR BY OTHERWISE ACCESSING OR USING THE SITE, YOU AGREE TO BE BOUND BY THE TOU, INCLUDING ANY UPDATES OR REVISIONS POSTED HERE OR OTHERWISE COMMUNICATED TO YOU. IF YOU DO NOT AGREE TO BE BOUND BY THE TOU, DO NOT ACCESS OR USE THIS SITE.
THE TOU REQUIRES BINDING ARBITRATION TO RESOLVE ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN ANY WAY TO THE TOU OR YOUR ACCESS TO OR USE OF THE SITE, AND YOU AGREE THAT ANY SUCH DISPUTE OR CLAIM SHALL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION OR ARBITRATION. PLEASE REVIEW SECTION 19 CAREFULLY TO UNDERSTAND YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO THE RESOLUTION OF ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS OR YOUR ACCESS TO OR USE OF THE SITE.
By creating an account with Samvadi or by using this site as either a potential or actual business customer or its employee, contractor or patron, you consent to be legally bound to these TOU and you represent and warrant that you: (i) are at least 18 years of age, or, if you are under 18 years of age, that you are using the Site under the supervision of an adult who is at least 18 years of age (in which case, the adult user is deemed the user of the Site); (ii) acknowledge and have read, understand, and agree to be bound by this TOU; and (iii) are not prohibited by law from accessing or using the Site. If you are under age 13, you may not, under any circumstances or for any reason, use the Site. We may, in our sole discretion, refuse to offer the Site to any person or entity and change the eligibility criteria for the Site at any time. We reserve the right to terminate accounts for users who have been previously suspended or removed from the Site. You are solely responsible for ensuring that these TOUs are in compliance with all laws, rules and regulations applicable to you, and the right to access the Site is revoked where these TOUs or use of the Site is prohibited or to the extent offering, sale or provision of the Site conflicts with any applicable law, rule or regulation.
In connection with your access to or use of the Site, you shall not:
You acknowledge and agree that the Site is a general purpose platform that has not been established, designed or configured to comply with all laws, regulations or standards that may apply to you or your business. You are solely responsible for assessing and complying with all such laws, regulations and standards, including, without limitation, HIPPA and HITECH.
Samvadi is the owner of or otherwise licensed to use all parts of the Site, including all copy, software, graphics, designs and all copyrights, trademarks, service marks, trade names, logos, and other intellectual property or proprietary rights contained therein. Some materials on the Site belong to third parties who have authorized Samvadi to display the materials, such as certain third party licensors. By accessing or using the Site, you agree not to copy, distribute, modify or make derivative works of any materials without the prior written consent of the owner of such materials. Except as expressly set forth in these TOUs, no license is granted to you and no rights are conveyed by virtue of accessing or using the Site. All rights not granted under these TOUs are reserved by Samvadi.
If you elect to provide or make available to Samvadi any suggestions, comments, ideas, improvements or other feedback relating to the Site (“Suggestions”), Samvadi shall be free to use, disclose, reproduce, have made, modify, license, transfer and otherwise utilize and distribute your Suggestion in any manner, without credit or compensation to you.
Your dealings with advertisers and other third parties who market, sell, buy or offer to sell or buy any goods or services on the Site, including payment for or delivery of such goods or services and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the advertiser or other third party. You agree that Samvadi shall not be liable for any loss or damage of any kind incurred as a result of any such dealings.
Samvadi reserves the right at any time to modify or discontinue, temporarily or permanently, the Site (or any portion thereof) with or without notice. You agree that Samvadi shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site (or any portion thereof).
When you use the Site and related services, Samvadi’s role is to provide our platform to help connect consumers like you with businesses. Please note that we do not provide, endorse, or guarantee any third-party product, service or information. Samvadi is not affiliated with the vendors featured on the Site or apps and is not responsible for their products and services. The Site may contain hypertext links to websites and applications operated by parties other than Samvadi. Such hypertext links are provided for your reference only, and Samvadi does not control such websites and is not responsible for their content. Samvadi’s inclusion of any hypertext links to such websites or applications does not imply any endorsement of the material on such websites or applications or any association with their operators. Samvadi assumes no liability whatsoever for any such third-party websites, applications or any content, features, products, or services made available through such third-party websites or applications. Additionally, Apple Inc., Google, Inc., Microsoft Corporation or BlackBerry Limited will be a third-party beneficiary to this contract if you access the Site using applications developed for Apple iOS, Android, Microsoft Windows, or Blackberry-powered mobile devices, respectively. These third party beneficiaries are not parties to this contract and are not responsible for the provision or support of the Site in any manner. Your access to the Site using these devices is subject to terms set forth in the applicable third party beneficiary's terms of service, including any license transferability and other usage rules therein.
Businesses who are customers of Samvadi are solely responsible for their interactions with you and any and all claims, injuries, illnesses, damages, liabilities, and costs (“Claims”) suffered by you as a result of your interaction with or visit to any business, or from any promotion, offer, product or service of any business. Users must resolve all disputes directly with those businesses that it has a direct commercial relationship with. To the maximum extent permitted by applicable law, you hereby release Samvadi from any and all such Claims. IN CONNECTION WITH THE FOREGOING, IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” You hereby expressly waive and relinquish all rights and benefits under that section and any law of any jurisdiction of similar effect with respect to the release of any unknown or unsuspected claims you may have against Samvadi pertaining to the subject matter of this Section 16.
The TOU shall be governed by and construed and enforced in accordance with the United States Federal Arbitration Act, other applicable federal laws and the laws of the State of California, without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to the TOU.
ANY DISPUTE OR CLAIM ARISING FROM OR RELATING IN ANY WAY TO THE TOU OR YOUR ACCESS TO OR USE OF THE SITE, INCLUDING, BUT NOT LIMITED TO, THE VALIDITY, APPLICABILITY OR INTERPRETATION OF THE TOU, SHALL BE RESOLVED BY BINDING ARBITRATION RATHER THAN IN COURT, EXCEPT THAT YOU MAY ASSERT CLAIMS IN SMALL CLAIMS COURT IF YOUR CLAIMS QUALIFY. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED.
The arbitration will be conducted by the American Arbitration Association (AAA) under its then-applicable rules, including (as appropriate) its Supplementary Procedures for Consumer-Related Disputes. The AAA's rules are available at http://www.adr.org/. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules.
The arbitration shall be conducted in the English language by a single independent and neutral arbitrator. For any hearing conducted in person as part of the arbitration, you agree that the hearing will be conducted in the San Jose, California or the city in which you reside. The decision of the arbitrator shall be final and binding. Judgment on the arbitral award may be entered in any court of competent jurisdiction.
WE EACH AGREE THAT ANY DISPUTE OR CLAIM ARISING FROM OR RELATING IN ANY WAY TO THE TOU OR YOUR ACCESS TO OR USE OF THE SITE WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION OR ARBITRATION. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT SUCH CLAIM SHALL BE BROUGHT ONLY IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF CALIFORNIA (SAN JOSE) OR, IF FEDERAL JURISDICTION IS NOT AVAILABLE, IN A COURT OF COMPETENT JURISDICTION IN SAN JOSE, CALIFORNIA. YOU HEREBY SUBMIT TO THE PERSONAL JURISDICTION AND VENUE OF SUCH COURTS AND WAIVE ANY OBJECTION ON THE GROUNDS OF VENUE, FORUM NON-CONVENIENS OR ANY SIMILAR GROUNDS WITH RESPECT TO ANY SUCH PROCEEDING.
Notwithstanding anything to the contrary, you and Samvadi may seek injunctive relief and any other equitable remedies from any court of competent jurisdiction to protect our intellectual property rights, whether in aid of, pending or independently of the resolution of any dispute pursuant to the arbitration procedures set forth above.
You agree that, except as otherwise expressly provided in the TOU, there shall be no third-party beneficiaries to the TOU.
If you believe that your work has been made available through the Site in a way that constitutes copyright infringement, please provide Samvadi’s Agent for Notice of Copyright Claims the following information:
(a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(b) a description of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
(c) a description of the material that you claim is infringing and where that material may be accessed within the Site;
(d) your address, telephone number and email address;
(e) a statement by you 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
(f) a statement from you 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.
Samvadi’s Agent for Notice of Copyright Claims can be reached as follows:
You are consenting to these TOU electronically by using the Site. If you are a Samvadi customer, one feature of the Site is to offer you the ability to execute agreements between you and your patron. If you are a patron of one of Samvadi’s customers, the Samvadi customer may solicit your electronic signature on their contract. Although Samvadi makes the electronic agreement service available to Samvadi Customers and their patrons, Samvadi is not a party to any contract between any of Samvadi customers and their patrons.
As part of your use of the Site you may receive a document signature request from Samvadi and, in compliance with the U.S. Electronic Signatures in Global and National Commerce Act (E-Sign), we want to provide you with the following information related to these document signature requests. If a Samvadi Customer decides to solicit your electronic signature on a contract with them, the document signature requests will be sent to you in electronic form (including all related correspondence, such as disclosures and notices) and not in hard copy, printed material. After you sign a document signature request, you will be automatically able to download a copy of your signed document at no charge. Prior to signing and after signing, neither Samvadi nor the Samvadi Customer will be providing a hard copy printout of the document (signed or unsigned). You have the right to decline consent of this Section 19 of this Agreement. You can withdraw from the document signature request by not using that portion of our Site and not electronically signing any agreement or contract from any Samvadi Customer. Please note, however, that if you do not want to electronically sign a document request from Samvadi, this may limit the usefulness of the Site. If you sign the document signature request, you are providing affirmative consent for the use of electronic records for the specific signed document only and your signature demonstrates that you were and are able to access the relevant information in the electronic form that will be used to provide the information that is the subject of this consent. By signing electronically, you are affirming that you want the agreement to be signed electronically, and you affirm that an electronic signature are the same as handwritten signatures for the purpose of validity, enforceability and admissibility.
Subject to Section 2, the TOU constitutes the entire agreement between you and Samvadi concerning your access to and use of the Site. Subject to Section 2, the TOU supersedes all prior or contemporaneous oral or written negotiations and agreements between you and Samvadi with respect to such subject matter. The failure of Samvadi to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of this TOU is held to be invalid or unenforceable under applicable law, then such provision shall be construed, limited, modified or, if necessary, severed to the extent necessary to eliminate its invalidity or unenforceability, without in any way affecting the remaining parts of the TOU.