YOUR RIGHTS AND OBLIGATIONS
THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY.
THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS, CLASS OR COLLECTIVE ACTIONS OR ANY OTHER COURT PROCEEDING OF ANY KIND, SUBJECT TO LIMITED EXCEPTIONS. UNLESS YOU OPT OUT IN ACCORDANCE WITH THE OPT-OUT PROCEDURES DESCRIBED BELOW, YOU WILL BE BOUND BY THESE TERMS. THE FULL TERMS OF THE ARBITRATION AGREEMENT ARE BELOW.
BY PLACING AN ORDER FOR PRODUCTS FROM THIS WEBSITE, YOU AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT, AND YOU ACCEPT AND ARE BOUND BY THESE TERMS AND CONDITIONS. YOU AFFIRM THAT IF YOU PLACE AN ORDER ON BEHALF OF AN ORGANIZATION OR COMPANY, YOU HAVE THE LEGAL AUTHORITY TO BIND ANY SUCH ORGANIZATION OR COMPANY TO THESE TERMS AND CONDITIONS.
YOU MAY NOT ORDER OR OBTAIN PRODUCTS FROM THIS WEBSITE IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT THE OLDER OF (i) AT LEAST 18 YEARS OF AGE OR (ii) LEGAL AGE TO FORM A BINDING CONTRACT WITH FUTURE US LLC, OR (C) ARE PROHIBITED FROM ACCESSING OR USING THIS WEBSITE OR ANY OF THIS WEBSITE’S CONTENTS OR GOODS BY APPLICABLE LAW.
These terms and conditions (these “Terms“) apply to users located in the United States who purchase products through this website (the “Site“). These Terms are subject to change by Future US LLC (referred to as “us“, “we“, or “our” as the context may require) without prior written notice at any time, in our sole discretion. Any changes to the Terms will be in effect as of the “Last Updated Date” referenced on the Site. You should review these Terms before purchasing any product available through this Site.
These Terms apply to:
Purchases of our printed magazines, bookazines and books, which we refer to in these Terms as print products.
Our digital magazines, bookazines and books, which we refer to in these terms and conditions as digital products. You may need to use third party software to access our digital products. This can vary depending on your device or operating system. We are not responsible for the functionality, reliability or security of any third party software or service through which you access our digital products.
Subscriptions to our print products and our digital products. Subscriptions are automatically recurring, or continuing, supplies of our print products and our digital products for either an indefinite period or a fixed period as specified at the time you subscribe.
Orders that are not subscriptions we call single issue orders. If your basket includes multiple single issue print products or digital products, each item will constitute a single issue order. If your basket contains a mix of single issue orders and subscriptions, the parts of these Terms that apply to single issue orders will apply to each individual single issue, and the parts that apply to subscriptions will apply to each subscription.
Where in these Terms we refer simply to a product, that means any print product, digital product, single issue or subscription.
These Terms should be read alongside the Website Terms of Service that apply generally to the use of our Site. You should also carefully review our Privacy Notice before placing an order for products through this Site.
Order Acceptance and Cancellation
You agree that your order is an offer to buy, under these Terms, all products listed in your order. All orders must be accepted by us, or we will not be obligated to sell the products to you. We contact you to confirm we’ve received your order and we accept it, depending on what’s included in your order, when the following happens:
For single issue print products, when we dispatch them to you. If your basket contains multiple single issues, we will treat each as a separate order;
For single issue digital products, when we make the digital product available for download or viewing. Usually this will be immediately;
For subscriptions to print products, when we dispatch the first publication included in your subscription. Usually this will be either the next edition published or the most recent available edition depending on stock;
For subscriptions to digital products, when we make the first publication included in your subscription available for download or viewing. Usually this will be immediately.
Sometimes we reject orders
Sometimes we reject orders. This is done at our discretion but reasons for rejection may be, for example, because a print product is unexpectedly out of stock, because the issuer of your payment card refuses to authorise payment to us, because you are located outside our delivery areas, as stated on our website, or because the product was mispriced by us. When this happens, we let you know as soon as possible and refund any sums you have paid.
We can also reject part of an order if for example your basket contains multiple single issue orders, multiple subscriptions, or a mix of single issues and subscriptions. If we reject part of your order, we will refund you in relation to that part. For example, if your order contains multiple single issues and we are unable to fulfil one of those single issue orders, we will refund you in respect of that one single issue. We will charge you for the parts of your order that we do dispatch.
Prices and Payment Terms
All prices, discounts, and promotions posted on this Site are subject to change without notice. The price charged for a product will be the price in effect at the time the order is placed and will be set out in your order confirmation email, although subscriptions may be subject to price increases in the future. If your subscription renews, it may renew at a different price. We will send you a renewal notice prior to charging you the new subscription rate and you will be able to end your subscription if you do not want it to continue at the new price. Posted prices do not include applicable taxes or charges for shipping and handling. All such applicable taxes and charges will be added to your order total. We strive to display accurate price information, however, we may, on occasion, make inadvertent typographical errors, inaccuracies, or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences.
We may offer, from time to time, promotions on the Site that may affect pricing and that are governed by terms and conditions separate from these Terms. If there is a conflict between the terms for a promotion and these Terms, the promotion terms will govern.
Terms of payment are within our sole discretion and payment must be received by us before we accept an order. We accept the payment methods that are presented to you during the order process for all purchases. You represent and warrant that (i) the credit card information you supply to us is true, correct, and complete, (ii) you are duly authorized to use such credit card for the purchase, (iii) charges incurred by you will be honored by your credit card company, and (iv) you will pay charges incurred by you at the posted prices, including shipping and handling charges and all applicable taxes, if any, regardless of the amount quoted on the Site at the time of your order. You are responsible for telling us about any changes to your credit card or other payment information. We may cancel your order if we are unable to take payment due to incorrect or outdated payment information.
Shipments; Delivery; Title and Risk of Loss
We will arrange for shipment of print products to you. Please check the individual print product page for specific delivery options. You will pay all shipping and handling charges specified during the ordering process. Shipping and handling charges are reimbursement for the costs we incur in the processing, handling, packing, shipping, and delivery of your order.
Title and risk of loss to a print product will pass to you upon full payment and delivery. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments.
If your order includes a Subscription to a digital product, you will have access to any issues of the digital product included for as long as you subscribe. Once your subscription ends you lose access and you will not have any title in respect of those digital products. If you purchase a single issue digital product, we will make this available to you immediately.
Returns and Refunds
If you change your mind after purchasing a single issue print product or single issue digital product you will not be eligible for a refund unless you are told otherwise during your order process. To request a refund, you must contact us on the toll-free telephone number or email address stated in your order confirmation.
If you change your mind after purchasing a subscription you can cancel at any time using your online subscriber account, or by contacting us on the telephone number or email address stated in your order confirmation.. If you cancel you will receive a refund for any unmailed print products or unpublished digital products for the rest of your current subscription term.
If you consented to an automatically renewing subscription you will receive a notice confirming your renewal details, including your renewal date and any change in price, before you are charged for a new subscription period.
Refunds are usually processed within approximately fourteen business days of our receipt of your cancellation request. Your refund will be credited back to the same payment method used to make the original purchase on the Site.
We can withdraw products
We can stop providing a print product or digital product, including a subscription to any print product or digital product. We’ll let you know as soon as we can in advance. If you are subscribed to a withdrawn product you will have the option to receive another print product or digital product (as applicable) for the remainder of your subscription contract term or end the subscription contract and receive a refund of any sums you’ve paid in advance for issues of the print product or digital product which won’t be provided. We won’t refund you for any print product or digital product you have already received.
We can end our contract with you
We can end our contract with you for a subscription for any reason at our sole discretion. If we end your subscription contract you will either receive a refund of any payments made for unmailed print products or unpublished digital products for the rest of your current subscription term and we will take no further payments from you.
We are not responsible for websites we link to
Where our products contain links to other sites and resources provided by third parties, these links are provided for your information only. Those links should not be interpreted as approval by us of those linked websites or the information, or any products or services, you may obtain from them. We have no control over the contents of those sites or resources. There is more information about the links we include to other websites in our Privacy Notice.
Warranty and Disclaimers
We work continuously to ensure our products meet your needs. However, for legal reasons, we offer the products without warranties unless specifically stated in our Privacy Notice or any other agreements or terms entered into by you and Future that are governed by, or incorporate, these Terms (“Other Terms”). The law says we need to explain this with specific language in capital letters. Here is that explanation:
ALL PRODUCTS OFFERED ON THIS SITE ARE PROVIDED “AS IS” AND WE MAKE NO WARRANTIES WHATSOEVER WITH RESPECT TO THE PRODUCTS OFFERED ON THIS SITE, INCLUDING, WITHOUT LIMITATION, ANY (A) WARRANTY OF MERCHANTABILITY; (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (C) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.
SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU.
Limitation of Liability
IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES ARISING OUT OF, OR RELATING TO, AND/OR IN CONNECTION WITH ANY BREACH OF THESE TERMS, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.
OUR SOLE AND ENTIRE MAXIMUM LIABILITY AND YOUR SOLE AND EXCLUSIVE REMEDY SHALL BE LIMITED TO THE ACTUAL AMOUNT PAID BY YOU FOR THE PRODUCTS YOU HAVE ORDERED THROUGH OUR SITE.
IF APPLICABLE LAW DOES NOT ALLOW ALL OR ANY PART OF THE ABOVE LIMITATION OF LIABILITY TO APPLY TO YOU, THE LIMITATIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.
Goods Not for Resale or Export
You represent and warrant that you are buying products or services from the Site for your own personal or household use only, and not for resale or export. You further represent and warrant that all purchases are intended for final delivery to locations within the US.
Privacy
We respect your privacy and are committed to protecting it. Our Privacy Notice governs the processing of all personal data collected from you in connection with your purchase of products through the Site.
Force Majeure
We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
Dispute Resolution; Binding Arbitration; Class Action and Jury Waiver
PLEASE READ THIS SECTION (THE “ARBITRATION AGREEMENT”) CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS. IT PROVIDES FOR RESOLUTION OF MOST DISPUTES THROUGH INDIVIDUAL ARBITRATION INSTEAD OF COURT TRIALS AND CLASS ACTIONS. THIS SECTION ALSO CONTAINS A JURY TRIAL WAIVER AND A WAIVER OF ANY AND ALL RIGHTS TO PROCEED IN CLASS, COLLECTIVE, CONSOLIDATED (OTHER THAN ANY BATCHING PROCEDURES CONDUCTED BY THE ARBITRAL FORUM), PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE ACTION IN ARBITRATION OR LITIGATION TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
Definitions
“ADR Services” means ADR Services, Inc., www.adrservices.com.
“ADR Services Batching Procedure” means for the ADR Services to (i) administer claims in at least 20 batches, with the discretion to create additional batches if ADR Services finds that they are necessary to facilitate the efficient resolution of demands; and (ii) apply a single initial filing fee and administrative fee per batch for each side with respect to the fees set forth in ADR Services’ then-current Mass Consumer Non-Employment Arbitration Fee Schedule.
“ADR Services Rules” means ADR Services rules and procedures then in effect.
“Dispute” means any dispute, claim, or controversy between you and Future Parties, including but not limited to disputes, claims, or controversies related to or arising from the Services, or these Terms or Other Terms, including, without limitation, those relating to the formation, breach, termination, enforcement, interpretation, validity, scope, or applicability of the Terms, Other Terms, and the Arbitration Agreement included herein.
“FAA” means that Federal Arbitration Act, 9 U.S.C. § 512.
“Future Parties” means Future and Future’s predecessors in interest, successors, and assigns, as well as its respective past, present, and future parents, subsidiaries and affiliates.
“NAM” means National Arbitration and Mediation (www.namadr.com).
“NAM Rules” means NAM rules and procedures, including any supplementary rules and fee schedules, then in effect.
“Notice Address” means [email protected], to which a Notice of Dispute from you to Future Parties must be emailed.
“Notice of Dispute or “Notice” means a notice of Dispute from you to any Future Party.
“Opt-Out Notice” means the written opt-out notice to opt out of the Arbitration Agreement.
“Opt-Out Period” means within 30 days of the date that you first purchase a Product after the posting of these Terms.
“Products” means products made available for purchase through the Site.
Mandatory Individual Arbitration
Any Dispute, whether such Dispute arose before, on, or subsequent to you entering these Terms, and if not resolved through the informal dispute resolution procedure set forth below, shall be exclusively resolved by individual, binding arbitration in accordance with this Arbitration Agreement. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any Disputes relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether these Terms are unconscionable or illusory, in whole or in part, and any defense to arbitration, including waiver, delay, laches, or estoppel.
Notwithstanding the foregoing and the Class Action/Jury Trial Waiver below, you and Future Parties each retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other IP rights. Any legal action by Future Parties against a non-consumer or its interactions with governmental and regulatory authorities shall not be subject to arbitration. Either party may also elect to have Disputes heard in small claims court seeking only individualized relief, so long as the action is not removed or appealed to a court of general jurisdiction.
To the fullest extent permissible by applicable law, all claims against Future Parties, including but not limited to claims arising out of or relating in any way to the Products or the Terms, must be filed within one year after such claim or cause of action arose or it will be forever barred.
If any court or arbitrator determines that this Arbitration Agreement is void or unenforceable for any reason as to Disputes arising before the date of posting of this Arbitration Agreement, then you may still be bound to previous versions of this Arbitration Agreement by reason of your separate agreement to those previous versions.
If any Dispute is determined not to be subject to arbitration or resolution in small claims court, the exclusive jurisdiction and venue for proceedings concerning such Dispute shall be the federal or state courts of competent jurisdiction in New York, and shall be interpreted, governed, and enforced in accordance with substantive and procedural law of the State of New York, without regard to choice of law or conflict of law provisions.
If you or Future Parties files or causes to be filed in court (other than small claims court) a complaint alleging a Dispute that is subject to arbitration under this Arbitration Agreement, the defendant/respondent will notify the party or the party’s attorney (if an attorney has entered an appearance) of the existence of this Arbitration Agreement, and request that the complaint be withdrawn. If the party does not withdraw the action within 10 calendar days of service of that notice, and the defendant/respondent successfully moves to compel arbitration of the Dispute, the defendant/respondent shall be entitled to its costs and fees (including reasonable attorneys’ fees) incurred in seeking to enforce this Arbitration Agreement.
Class Action / Jury Trial Waiver
You and Future Parties agree that, to the fullest extent permitted by law, each party is waiving the right to a trial by jury or to participate as a plaintiff, claimant, or class member in any class, collective, consolidated (other than any batching procedures conducted by the arbitral forum), private attorney general, or representative proceeding. This means that you and Future Parties may not bring a claim on behalf of a class or group and may not bring a claim on behalf of any other person unless doing so as a parent, guardian, or ward of a minor or in another similar capacity for an individual who cannot otherwise bring their own individual claim. This also means that you and Future Parties may not participate in any class, collective, consolidated (other than any batching procedures conducted by the arbitral forum), private attorney general, or representative proceeding brought by any third party.
Unless both you and Future Parties agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated (other than any batching procedures conducted by the arbitral forum), or representative proceeding. If any court or arbitrator determines that this Class Action/Jury Trial Waiver is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the Arbitration Agreement shall be deemed null and void in its entirety, and you and Future Parties shall be deemed not to have agreed to arbitrate Disputes.
To the extent that any claims are allowed to proceed on a class, collective, consolidated (other than any batching procedures conducted by the arbitral forum), or representative basis, such claims must be litigated in a federal or state court of competent jurisdiction in New York ,and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.
Notwithstanding the foregoing, you or Future Parties may participate in a class-wide settlement.
Opt-Out Procedures
To opt out of this Arbitration Agreement, you must send us a written Opt-Out Notice by email at [email protected] within the Opt-Out Period. The Opt-Out Notice must contain your full legal name, your complete mailing and email address and phone number, a clear statement that you wish to opt out of this Arbitration Agreement, and your signature. If your Opt-Out Period has passed, you are not eligible to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other provisions of the Terms will continue to apply to you. Additionally, if you opt out of this Arbitration Agreement, you may still be bound to previous versions of this Arbitration Agreement by reason of your separate agreement to those previous versions. In other words, opting out of this Arbitration Agreement shall have no effect on any previous, other, or future arbitration agreements you may enter into with Future Parties. As stated above, if you do not opt out of this Arbitration Agreement within the Opt-Out Period, then you will be bound to the terms and conditions of this Arbitration Agreement which shall supersede and replace in its entirety all previous versions of Future Parties’ arbitration agreements and class action provisions. If you timely provide Future Parties’ with a valid Opt-Out Notice, all Disputes shall be subject to the exclusive jurisdiction of, and you consent to venue in, the state and federal courts located in New York.
Rules and Governing Law
Mandatory Pre-Arbitration Notice and Informal Dispute Resolution Procedures: You and we agree that good-faith, informal efforts to resolve disputes often can result in a prompt, cost-effective and mutually beneficial outcome. Therefore, in the event of a Dispute, you and Future Parties each agree to send the other party a written Notice of Dispute. A Notice of Dispute from you to Future Parties must be emailed to the Notice Address. Any Notice of Dispute must include (i) the claimant’s full legal name, complete mailing address, and email address; (ii) a description of the nature and basis of the claim or dispute; (iii) any relevant facts regarding claimant’s use of the Site, including whether claimant receives any emails associated with the Site, whether claimant has made a purchase of Products, and if so, the date(s) of the purchase(s); and (iv) a personally signed statement from the claimant (and not their counsel) verifying the accuracy of the contents of the Notice. The Notice must be individualized, meaning it can concern only your dispute and no other person’s dispute. Future Parties will send any Notice of Dispute to you at the email address or mailing address it has for you, if any.
After receipt of a Notice of Dispute, the parties shall engage in a good faith effort to resolve the Dispute for a period of 60 days (which can be extended by agreement). You and we agree that, after receipt of the Notice of Dispute, the recipient may request an individualized telephone or video settlement conference (which can be held after the 60-day period) and both parties will attend (with counsel, if represented). You and we agree that the parties (and counsel, if represented) shall work cooperatively to schedule the conference at the earliest mutually-convenient time and to seek to reach a resolution.
Compliance with this Mandatory Pre-Arbitration Notice and Informal Dispute Resolution Procedures section is a condition precedent to initiating arbitration. Any applicable limitations period (including statute of limitations) and any filing fee deadlines shall be tolled while the parties engage in the informal dispute resolution procedures set forth in this subsection. All of the Mandatory Pre-Arbitration Notice and Informal Dispute Resolution Procedures are essential so that you and Future Parties have a meaningful opportunity to resolve disputes informally. If any aspect of these requirements has not been met, the parties agree that a court of competent jurisdiction may enjoin the filing or stay the prosecution of an arbitration. Nothing in this paragraph limits the right of a party to seek damages for non-compliance with these Procedures in arbitration.
If the parties cannot resolve the Dispute through the Informal Dispute Resolution Procedures above, you and Future Parties each agree that all Disputes shall be resolved exclusively through final and binding individual arbitration, rather than in court. The parties may agree to waive hearings and resolve Disputes through submission of documents. Any arbitration hearing will be conducted remotely by telephone or video conference to the extent possible, but if the arbitrator determines, or the parties agree, that a hearing should be conducted in person, the arbitration hearing will take place as close to your residence as practicable, or another agreed upon locale, and shall be before one arbitrator.
All Disputes shall be submitted to NAM, for arbitration before one arbitrator. The arbitration will be administered by NAM in accordance with the NAM Rules, except as modified by this Arbitration Agreement. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the NAM Rules. A form for initiating arbitration proceedings is available on NAM’s website at https://www.namadr.com/resources/rules-fees-forms/. You and we agree that the party initiating arbitration must submit a certification that they have complied with and completed the Mandatory Pre-Arbitration Notice and Informal Dispute Resolution Procedures requirements referenced above, and that they are a party to the Arbitration Agreement enclosed with or attached to the demand for arbitration. The demand for arbitration and certification must be personally signed by the party initiating arbitration (and their counsel, if represented). The parties agree that submission of the certification shall be required for the claim to be deemed properly filed. For additional information on how to commence an arbitration proceeding, you can contact NAM at [email protected].
If NAM determines that 25 or more substantially similar arbitration demands presented by or with the assistance, coordination, or cooperation of the same law firm, group of law firms, cooperating law firms, or organization are allowed to be submitted for arbitration, NAM’s mass filing fee structure shall apply and the parties agree that the arbitrations will proceed in accordance with the batching process as follows: (i) NAM shall administer the arbitration demands in batches of at least 25 claims, with the discretion to create additional batches if NAM finds that they are necessary to facilitate the efficient resolution of demands; (ii) NAM shall provide for the resolution of each batch as a single consolidated arbitration with one procedural calendar and one hearing (if any) and one final award; and (iii) following such determination of a mass filing, NAM shall apply a single initial filing fee and administrative fee per batch for each side with respect to the fees set forth in NAM’s fee schedule. You agree to cooperate in good faith to implement this batch approach to facilitate the efficient resolution of these claims. All parties agree that arbitrations are of a “substantially similar nature” for purposes of this batching procedure for claims administered by NAM if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. This batching procedure for claims administered by NAM shall in no way be interpreted as authorizing class arbitrations of any kind. Future Parties reserve all rights and defenses as to each and any demand and claimant. If any court or arbitrator determines that this batching procedure for claims administered by NAM and the ADR Services Batching Procedure (see below) are both void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the Arbitration Agreement shall be deemed null and void in its entirety, and you and Future Parties shall be deemed not to have agreed to arbitrate Disputes.
If NAM notifies the parties in writing that it is not available to arbitrate any claim, or if NAM is otherwise unable to arbitrate any claim, that claim shall be submitted to ADR Services, for final and binding individual arbitration before one arbitrator. The arbitration will be administered by ADR Services in accordance with the ADR Services Rules, except as modified by this Arbitration Agreement. If there are 20 or more substantially similar claims that are allowed to be submitted for arbitration but cannot be arbitrated by NAM, and are presented to ADR Services by or with the assistance, coordination, or cooperation of the same law firm, group of law firms, cooperating law firms, or organization, ADR Services shall (i) administer those claims in at least 20 batches, with the discretion to create additional batches if ADR Services finds that they are necessary to facilitate the efficient resolution of demands; and (ii) apply a single initial filing fee and administrative fee per batch for each side with respect to the fees set forth in ADR Services’ then-current Mass Consumer Non-Employment Arbitration Fee Schedule. You agree to cooperate in good faith to implement this ADR Services Batching Procedure to facilitate the efficient resolution of these claims. This ADR Services Batching Procedure shall in no way be interpreted as authorizing class arbitrations of any kind. Future Parties reserve all rights and defenses as to each and any demand and claimant.
Notwithstanding any choice of law or other provision in these Terms, the parties agree and acknowledge that this Arbitration Agreement evidences a transaction involving interstate commerce and that the FAA, will govern its interpretation and enforcement and any proceedings under it. It is the intent of the parties that the FAA and the NAM Rules or ADR Services Rules (as applicable) shall preempt all state laws to the fullest extent permitted by law. If the FAA and the NAM Rules or ADR Services Rules (as applicable) are found to not apply to any issue that arises under this Arbitration Agreement, then that issue shall be interpreted, governed, and enforced in accordance with substantive and procedural law of the State of New York without regard to choice of law or conflict of law provisions.
At the conclusion of the arbitration proceeding, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. An arbitrator’s award that has been fully satisfied shall not be entered in any court.
As in court, you and Future Parties agree that any counsel representing a party in arbitration certifies when initiating and proceeding in arbitration that they are complying with the requirements of Federal Rule of Civil Procedure 11(b) and any applicable state laws of similar import, including certification that the claim or relief sought is neither frivolous nor brought for an improper purpose. The arbitrator is authorized to impose any sanctions under the NAM Rules or ADR Services Rules (as applicable), Federal Rule of Civil Procedure 11, or applicable federal or state law, against all appropriate represented parties and counsel.
Except as expressly provided in the Arbitration Agreement, the arbitrator may grant any remedy, relief, or outcome that the parties could have received in court, including awards of attorneys’ fees and costs, in accordance with applicable law.
Arbitrator’s Fees: You and we agree that arbitration should be cost-effective for all parties and that any party may engage with NAM, ADR Services (as applicable), and/or the arbitrator to address the apportionment of the arbitrator’s fees.
Confidentiality: The parties agree that the arbitrator is authorized to issue an order requiring that confidential information of either party disclosed during the arbitration (whether in documents or orally) may not be used or disclosed except in connection with the arbitration or a proceeding to enforce the arbitration award and that any permitted court filing of confidential information must be done under seal to the furthest extent permitted by law.
Requirement of Individualized Relief: The parties agree that the arbitrator is authorized, upon either party’s request, to award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. If any of the prohibitions on non-individualized declaratory or injunctive relief, class, representative, and private attorney general claims, or consolidation set forth under this Arbitration Agreement are found to be unenforceable with respect to a particular claim or with respect to a particular request for relief (such as a request for injunctive relief sought with respect to a particular claim), then, after exhaustion of all appeals, the parties agree such a claim or request for relief shall be decided by a court of competent jurisdiction, after all other arbitrable claims and requests for relief are arbitrated.
You agree that any arbitrations between you and Future Parties will be subject to this Arbitration Agreement and not to any prior arbitration agreement you had with Future Parties, and, notwithstanding any provision in these Terms to the contrary, you agree that this Arbitration Agreement amends any prior arbitration agreement you had with Future Parties, including with respect to claims that arose before this or any prior arbitration agreement.
Opt-Out of Future Changes to Arbitration Agreement
Notwithstanding any provision to the contrary, if Future Parties make any future change to this Arbitration Agreement (other than a change to the Notice Address or other non-material changes), you may reject any such change by sending Future Parties an email to [email protected] within 30 days of the posting of the amended arbitration agreement that provides: (i) your full legal name, (ii) your complete mailing address, (iii) your phone number, (iv) the change(s) you are rejecting, (v) and, if applicable, the username or email address associated with any purchase from Future Parties. It must include a statement, personally signed by you, that you wish to reject the specified change to the Arbitration Agreement. This is not an opt out of arbitration altogether.
Severability & Survival
If any provision of this Arbitration Agreement, or a portion thereof, is found to be void, invalid, or otherwise unenforceable, then that portion shall be deemed to be severable and, if possible, superseded by a valid, enforceable provision, or portion thereof, that matches the intent of the original provision, or portion thereof, as closely as possible. The remainder of this Arbitration Agreement shall continue to be enforceable and valid according to the terms contained herein.
Notwithstanding the foregoing, if any court or arbitrator determines that the batching procedure for claims administered by NAM (set forth above) and the ADR Services Batching Procedure are both void or unenforceable for any reason or that an arbitration can proceed on a class basis, then, after exhaustion of all appeals, the Arbitration Agreement shall be deemed null and void in its entirety.
This Arbitration Agreement shall survive termination of these Terms. Except as provided in the opt-out provisions set forth above, the terms and conditions of this Arbitration Agreement shall supersede and replace any and all previous arbitration and class action/jury waiver agreements you may have entered into with Future Parties.
Notice for California users
Under California Civil Code Section 1789.3, California users of the online services are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210.
Notice to New Jersey users
The section on limitation of liability do not apply to New Jersey residents to the extent that New Jersey’s Truth-in-Consumer Contract, Warranty, and Notice Act (TCCWNA) (N.J.S.A. §§ 56:12-14 to 56:12-18) prohibits such application.
Miscellaneous
You will not assign any of your rights or delegate any of your obligations under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. No assignment or delegation relieves you of any of your obligations under these Terms. We may assign or transfer any of our rights or obligations hereunder without your permission and without notice to you.
The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by our duly authorized representative. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
These Terms do not and are not intended to confer any rights or remedies upon any person other than you.
If any provision of these Terms is invalid, illegal, void, or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
Our order confirmation, these Terms and any other applicable terms, such as our Website Terms of Use and our Privacy Notice will be deemed the final and integrated agreement between you and us on the matters contained in these Terms.