Thank you ("You" or "Your") for visiting the website located at www.numberguru.com, for downloading the NumberGuru® App, for visiting an affiliated website or downloading an affiliated mobile application that links to and utilizes these Terms and Conditions (all such platforms collectively referred to as the "Site"). The Site is a web-based property of The NumberGuru, LLC. ("NumberGuru", "We", "Our" or "Us") that makes available services that allow users to search for information as permitted by these Terms and Conditions, e.g., to learn who may be calling or texting You, what company is associated with a particular number, where is that important number You needed, how Your number may appear to others, to reconnect with long-lost friends and family, to obtain other information and other permissible uses. You agree to the following Terms and Conditions (“Terms and Conditions”), in their entirety, when You access or use Our Site. If You do not agree to these Terms and Conditions in their entirety, You are not authorized to use the Site in any manner or form whatsoever.
NumberGuru® provides a database of publicly available sources of information aggregated for Your convenience (the "Data"). The Data made available by and through the Site is provided for informational purposes only, and is provided by third party persons and/or entities that offer such information. While We are constantly updating and refining Our database and Data, We do not represent or warrant that the information provided will be 100% accurate and up to date and, as such, We shall not be responsible or liable for the accuracy, usefulness or availability of any information transmitted or made available via the Site including, without limitation, the Data.
WE DO NOT PROVIDE PRIVATE INVESTIGATOR SERVICES, AND ARE NOT A CONSUMER REPORTING AGENCY AS DEFINED BY THE FAIR CREDIT REPORTING ACT (“FCRA”) BECAUSE THE INFORMATION WE PROVIDE IS NOT COLLECTED OR PROVIDED, IN WHOLE OR IN PART, FOR THE PURPOSE OF SERVING AS A FACTOR IN ESTABLISHING A PERSON’S ELIGIBILITY FOR (a) CREDIT OR INSURANCE TO BE USED PRIMARILY FOR PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES; (b) EMPLOYMENT PURPOSES; OR (c) IN CONNECTION WITH A BUSINESS TRANSACTION INITIATED BY AN INDIVIDUAL CONSUMER FOR PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES. WE DOES NOT MAKE ANY REPRESENTATION OR WARRANTY AS TO THE CREDIT WORTHINESS, CREDIT STANDING, CREDIT CAPACITY, CHARACTER, GENERAL REPUTATION, PERSONAL CHARACTERISTICS, OR MODE OF LIVING OF ANY PERSON. AS SUCH, THE ADDITIONAL PROTECTIONS AFFORDED TO CONSUMERS AND OBLIGATIONS PLACED UPON CONSUMER REPORTING AGENCIES UNDER THE FCRA ARE NOT CONTEMPLATED BY, NOR CONTAINED WITHIN, THESE TERMS AND CONDITIONS.
BY USE OF THE SITE, YOU ACKNOWLEDGE AND AGREE TO OUR MANDATORY ARBITRATION OF DISPUTES PROVISION THAT GENERALLY REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
Requirements The Site and/or Data are available only to individuals that are at least eighteen (18) years of age and that can enter into legally binding contracts under applicable law. You acknowledge and agree that You (a) have read, understand and agree to be bound by these Terms and Conditions in their entirety; (b) consent to the use of electronic signatures, contracts, orders and other records, and to the electronic delivery of notices, policies and records of transactions initiated or completed through the site or through any other interactions with Us; and (c) waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require (i) an original signature, (ii) delivery or retention of non-electronic records, or (iii) payments or the granting of credits in ways other than through electronic means.
You agree that We shall have no obligations and incur no liabilities to any party in connection with any Data. We do not represent or warrant that the Data is accurate, complete or appropriate. You understand and agree that We are not responsible or liable in any manner whatsoever for Your inability to use the Site, the Data or for any dispute between You or other third parties. You understand and agree that We shall not be liable to You or any third party for any claim in connection with Your use of the Data and/or the Site.
License Grant You are granted a non-exclusive, non-transferable, revocable and limited license to access and use the Site and Data in accordance with these Terms and Conditions. You acknowledge and agree that We may terminate this license at any time for any reason. Unless otherwise expressly authorized by Company, You may only use the Data and Site for Your own personal, non-commercial use. No part of the Site including, but not limited to, the Data, may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical. You may not use, copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer the Site, Data and/or any portion thereof. You may not create any "derivative works" by altering any aspect of the Data and/or Site. You may not use the Data and/or Site in conjunction with any other third-party content. You may not exploit any aspect of the Data and/or Site for any commercial purposes not expressly permitted by Us. You further agree to defend, indemnify and hold Us harmless for Your failure to comply with these terms. We reserve any rights not explicitly granted in these Terms and Conditions. You may not use any device, software or routine to interfere or attempt to interfere with the proper working of the Site. You may not take any action that imposes an unreasonable or disproportionately large load on the Site infrastructure.
As a condition to access the Site and without limiting the generality of the foregoing, You agree that, unless otherwise expressly authorized by these Terms and Conditions or in writing by Us, You will not:
1. Conduct any searches or otherwise obtain or use any Content or other information obtained from or through the Site for purposes prohibited by FCRA;
Because We are not a Consumer Reporting Agency, You are prohibited by FCRA from using any information obtained from the Site as a factor in determining someone’s eligibility for:
employment,including, but not limited to, when evaluating one for initial employment, reassignment, promotion or retention (including, but not limited to, household workers such as babysitters, cleaning personnel, nannies, contractors and domestic workers);
tenancy, including, but not limited to, deciding whether to lease a residential or commercial space to someone;
educational admission or benefits, including, but not limited to, assessing a person’s qualifications for an educational program or scholarship;
personal credit, loans or insurance, including, but not limited to, assessing the risk associated with providing credit, a loan or insurance based on a subject’s existing debt obligations; and
business transactions initiated by an individual consumer, including, but not limited to, determining whether a subject continues to meet the terms of a personal customer account.
Using information about someone obtained from Us in these ways violates both these Terms and Conditions and the law, and can lead to possible criminal penalties. We take this very seriously and reserve the right to terminate user access, terminate accounts and report violators to law enforcement as appropriate. If You are not sure whether Your desired use of information complies with these restrictions, please contact Us at [email protected] before obtaining such information.
2. Use the Site, its assorted services or Data: (a) in violation of any applicable foreign or domestic laws, statutes, rules, regulations or judicial decrees; (b) in a manner that does or is intended to cause emotional or physical harm to, discriminate against, or “stalk” or otherwise harass any other person; (c) to seek information about or harm minors in any way; (d) to seek information about celebrities or public figures; (e) to produce or distribute any libelous, obscene or indecent material; or (f) to infringe upon the legal or proprietary rights of any third parties (including, but not limited to, copyright, patent, trademark, trade secret, and other proprietary rights, publicity rights and/or privacy rights); (including, without limitation, posting, publishing or transmitting any text, comments and/or other material that (i) is defamatory; (ii) is obscene, pornographic or offensive; (iii) invades another's privacy; (iv) is false or misleading; (v) promotes bigotry, racism, hatred or harm against any individual or group; (vi) infringes another's rights, including any intellectual property rights; (vii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability; (viii) accesses, tampers with, or otherwise uses non-public areas of the Site; (ix) is in connection with sending unsolicited email, junk mail, "spam" or chain letters, promotions or advertisements for products or services or altered, deceptive or false source-identifying information; and/or (x) impersonates or misrepresents Your affiliation with any person or entity);
3. Distribute, transmit in any way to any other computer, website or other medium, or otherwise provide any of Our services or other material posted to or made available by or through the Site, in any way to any third party. (For the avoidance of doubt, You agree that You will strictly treat all such material as confidential information and take all reasonable steps to ensure that such material is stored in a secure manner);
4. Provide or submit any information or data to Us or conduct any searches that You are not authorized to provide, submit or conduct;
5. Directly or indirectly reproduce, create, compile or incorporate any part of the Site into any database, collection, compilation, directory or information retrieval system, electronic or otherwise;
6. Use, copy, reproduce, record, retransmit, emulate, clone, sell, rent, lease, decompile, disassemble, reverse engineer, broadcast, distribute, publish, upload, post, publicly display, perform, digitize, compile or translate any part of the Site, for any commercial purpose or for any purpose that is competitive, in Our sole determination, to Us;
7. Access the Site through any automated or manual process for the purpose of monitoring the Site’s performance, functionality, vulnerability or availability for any commercial purpose or with tampering or destructive intent;
8. Access, retrieve any data from, or otherwise perform any other activities on or through the Site using any type of software or other automated process (e.g., scripts, robots, scrapers, crawlers or spiders);
9. Create any "derivative works" by altering any aspect of the Site, Data or Our other services;
10. Use the Site, Data or Our services in conjunction with any other third-party content;
11. Use any device, software, or routine to interfere or attempt to interfere with the proper working of the Site or the access of any user, host, network or platform (including, without limitation, sending a virus, spamming, overloading or mail-bombing the Site), or to bypass, disable or block any portion of the Site, associated software, or any of Our servers or computer systems or breach any security or authentication measures associated therewith;
12. Take any action that, as determined in Our sole discretion, imposes an unreasonable or disproportionately large load on the Site infrastructure;
13. Forge any instructions coming from Your computer or otherwise obfuscate the name or location of Your computer or IP address in order to disguise the origin of any communication You transmit to or through the Site;
14. Publish a link to Our web page other than Our home page (known as “deep-linking”);
15. Cover or otherwise obfuscate any advertisement located on the Site;
16. Simulate the appearance or function of the Site on another website, such as through “framing” or “mirroring”;
17. Use the Site, Data or any of Our services for professional purposes; or
18. Access the Site from outside the United States.
We allow access to the Site as it may be available at any given time as contemplated and provided for in these Terms and Conditions. You are solely responsible for Your use of the Site and any information You obtain from the Site.
We reserve the right to:
1. Monitor, review or otherwise police Your or others’ use of the Site, Data, Our other services or the associated information made available by subscribers during the application process (“Registration Data”);
2. Moderate any dispute between You and any other third party, including, but not limited to, disputes with other Site visitors or subscribers;
3. Verify the identity of any person using the Site, including any user/visitor who applies to be a subscriber, as well as the purpose(s) for which any user/visitor or subscriber is using the Site; and/or
4. Monitor the volume and uses of subscribers/users utilizing the Site for ostensibly professional purposes and restrict, limit or deactivate such accounts as We deem appropriate in Our sole discretion.
Proprietary Rights All Data and other material posted or made available by and through the Site including, but not limited to, the design, selection, arrangement and coordination of Data, is owned or licensed by or to Us, and is protected under applicable copyrights, trademarks and other proprietary (including, but not limited to, intellectual property) rights. Except as expressly provided in these Terms and Conditions, no part of the Site, Data or other material posted or made available by and through the Site may be reproduced, recorded, retransmitted, sold, rented, broadcast, distributed, published, uploaded, posted, publicly displayed, altered to make new works, performed, digitized, compiled, translated or transmitted in any way to any other computer, website or other medium or for any commercial purpose, without Our prior express written consent. Except as expressly provided herein, You are not granted any rights or license to patents, copyrights, trade secrets, rights of publicity or trademarks with respect to any of the Data or other material posted or made available by and through the Site. The posting of information or material at the Site does not constitute a waiver of any right in such information and materials. We reserve all rights not expressly granted hereunder. The “NumberGuru®” and “NumberGuru” name and logo are Our registered trademarks. All custom graphics, icons and service names are also Our trademarks. All other trademarks are the property of their respective owners. The use of any of Our marks and/or “NumberGuru”® trademark without Our express written consent is strictly prohibited. Disputes may arise between You and others or between You and Us related to the Data or other material posted or made available by and through the Site or commercial activity conducted by and through the Site. Such disputes could involve, among other things, the Data; other material posted or made available by and through the Site; use or misuse the Data; the infringement of copyrights, trademarks or other rights in intellectual property; defamation; fraud; infringement upon rights of publicity and/or privacy; the use or misuse of information; and violations of law. You agree that all claims, disputes or wrongdoing which result from, or which are related in any way to, the Data or other information that You transmit, re-transmit, post or receive through the Site are Your sole and exclusive responsibility. We expressly disclaim all responsibility and liability for uses by You of any Data or other information obtained on, through or in connection with the Site.
Bypassing or Disabling any Portion of the Site or Software If You bypass or disable any portion of the Site or associated software including, without limitation, the blocking of cookies, or blocking the operation of any other of Our systems, You are in violation of these Terms and Conditions and We may suspend or terminate Your use of the Site and/or the Data without notice. Termination of Your account will not excuse You from any criminal or other civil liabilities that may result from Your actions.
To join the Site as a user/subscriber, You must be at least eighteen (18) years of age with the requisite equipment and Internet connection to access the Site and its services and seeking to use the Site and its services for personal rather than professional purposes. We will evaluate Your application and notify You of Your acceptance or rejection. If at any time any of the information You supply as part of Your application changes, You must immediately inform Us of such changes. We may reject Your application and/or terminate Your account at any time and for any reason, in Our sole discretion. If You elect to submit an application, You acknowledge that You have independently evaluated the desirability of obtaining access to Our services and that You have not relied on any representation or warranty about the services other than those set forth in these Terms and Conditions.
You may be required to register for a username or obtain a password prior to obtaining access to Our Site's services. You acknowledge and agree that (a) You are responsible for maintaining the security and confidentiality of Your username and password, (b) You will not use any other subscriber’s username and password or endeavor to access another’s account, (c) You will not permit others to access Your account, and (d) You will not sell, trade, or otherwise share Your username and password with any other person. If You violate any of these provisions, You agree that You are responsible for any actions that occur through Your account, whether or not taken by You.
We reserve the right, in Our sole discretion, to restrict, suspend, or terminate Your account, with or without cause. You may, in Your sole discretion, terminate Your account upon forty-eight (48) business hours’ prior written notice to Us.
Upon any expiration, termination, restriction, or suspension of Your account or Your participation in the Site's services:
• Any and all licenses and rights granted to You in connection with these Terms and Conditions shall immediately cease and terminate;
• Any and all confidential or proprietary information of Ours that is in Your possession or control must be immediately returned or destroyed. If We so request, You or an authorized agent will certify in a signed writing that all such confidential and proprietary information has been returned or destroyed; and
• You shall remit payment on any and all fees then due and owing to Us within five (5) days of any such expiration or termination.
Obligations that, by their nature, would survive any termination or expiration of a user/subscriber's account shall survive any termination or expiration of the account.
You specifically acknowledge and agree that failure to use the Site's services does not constitute a basis for refusing to pay any of the associated fees. Upon prior written notice to You (with e-mail constituting sufficient written notice), We reserve the right in Our sole discretion to change Our pricing or billing practices. By not terminating Your account within seven (7) days after delivery of such notice, You agree to comply with, and be bound by, such new pricing or billing practices. If You do terminate Your account, You will remain responsible for timely payment of any and all fees that You have already incurred (including any applicable late fees).
If You fail to make any scheduled payment for accrued fees, such overdue amounts may be subject to interest charges in the amount of the lesser of one and one half percent (1.5%) per month, compounded monthly, or the maximum amount permitted by law. Your account may be deactivated, and access to the Site denied, for non-payment.
Disclaimer of Warranties THE SITE, ANY INFORMATION CONTAINED THEREIN, THE DATA AND/OR ANY OTHER PRODUCTS AND/OR SERVICES OFFERED THROUGH THE SITE, ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS AND ALL WARRANTIES, EXPRESS AND IMPLIED, ARE DISCLAIMED TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW (INCLUDING, BUT NOT LIMITED TO, THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND/OR FITNESS FOR A PARTICULAR PURPOSE). IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, WE MAKE NO WARRANTY THAT THE SITE, ANY INFORMATION CONTAINED THEREIN, THE DATA AND/OR ANY OTHER OF OUR PRODUCTS AND SERVICES OFFERED THROUGH THE SITE: (a) WILL ACHIEVE ANY PURPOSE WHICH YOU INTENDED; (b) WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE (INCLUDING, BUT NOT LIMITED TO, DUE TO SYSTEM OR NETWORK FAILURES, UPDATES, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, MAINTENANCE OR MALICIOUS ATTACKS), OR THAT DEFECTS WILL BE CORRECTED; (c) WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (d) WILL EMPLOY SECURITY METHODS THAT GUARANTEE THAT YOU WILL NOT EXPERIENCE INTERFERENCE WITH YOUR USE OR ENJOYMENT OF THE SITE, OR THAT GUARANTEE THAT YOUR RIGHTS WILL NOT BE INFRINGED; AND/OR (e) WILL BE WHOLLY ACCURATE, COMPLETE, UP-TO-DATE AND/OR RELIABLE. THE SITE, ANY INFORMATION CONTAINED THEREIN, THE DATA, AND/OR ANY OTHER OF OUR PRODUCTS AND/OR SERVICES OFFERED THROUGH THE SITE MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. WE AND OUR PARENTS, SUBSIDIARIES AND AFFILIATES WILL NOT BE LIABLE FOR THE AVAILABILITY OF THE UNDERLYING INTERNET CONNECTION YOU USE TO ACCESS OR ASSOCIATED WITH THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US, ANY OTHER USERS OF THE SITE, THIRD PARTY PROVIDERS OR OTHERWISE THROUGH OR FROM THE SITE, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS. YOUR USE OF THE SITE IS AT YOUR SOLE RISK, AND WE DO NOT REPRESENT OR WARRANT THAT YOUR USE OF THE SITE WILL NOT INFRINGE THE RIGHTS OF OTHERS. THE VIEWS AND OPINIONS EXPRESSED IN ANY POSTS, ARTICLES OR OTHER AREAS OF THE SITE ARE THOSE OF THEIR RESPECTIVE AUTHORS AND DO NOT NECESSARILY REFLECT OUR POLICY OR POSITION. YOU ACKNOWLEDGE AND AGREE THAT SO-CALLED "FALSE POSITIVES" MAY OCCUR AND ANY SEARCH RESULTS AND/OR OTHER INFORMATION PROVIDED VIA THE SITE MAY NOT ACCURATELY, FULLY REFLECT OR PRECISELY MATCH THE PARTICULAR INDIVIDUAL OR SPECIFIC ENTITY YOU MAY BE SEEKING.
Limitation of Liability YOU EXPRESSLY UNDERSTAND AND AGREE THAT COMPANY SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL AND/OR EXEMPLARY DAMAGES INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), TO THE FULLEST EXTENT PERMISSIBLE BY LAW FROM OR RELATED TO: (a) THE USE OF OR THE INABILITY TO USE THE SITE, ANY INFORMATION CONTAINED THEREIN, THE DATA AND/OR ANY OTHER PRODUCTS AND/OR SERVICES OFFERED THROUGH THE SITE; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, CONTENT AND/OR ANY OTHER PRODUCTS AND/OR SERVICES PURCHASED OR OBTAINED FROM OR THROUGH THE SITE; (c) THE UNAUTHORIZED ACCESS TO, OR ALTERATION OF, YOUR REGISTRATION DATA OR ANY OTHER INFORMATION ABOUT YOU MAINTAINED BY US; AND (d) ANY OTHER MATTER OR DISPUTE RELATING TO THE SITE, ANY INFORMATION CONTAINED THEREIN, THE DATA AND/OR ANY OTHER PRODUCTS AND/OR SERVICES OFFERED THROUGH THE SITE. THIS LIMITATION APPLIES TO ALL STATUTORY AND COMMON-LAW CAUSES OF ACTION, INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION AND ANY AND ALL OTHER TORTS. YOU HEREBY RELEASE US, OUR PARENTS, SUBSIDIARIES, AFFILIATES, JOINT VENTURES AND THIRD PARTY SERVICE PROVIDERS, AND EACH OF THEIR RESPECTIVE MEMBERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS, CO-BRANDERS, CONTENT LICENSORS, SUPPLIERS, CONTRACTORS, ATTORNEYS AND OTHER PARTNERS FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THE LIMITATIONS STATED HEREIN. IF APPLICABLE LAW DOES NOT PERMIT SUCH LIMITATION, THE MAXIMUM LIABILITY OF COMPANY TO YOU UNDER ANY AND ALL CIRCUMSTANCES WILL BE FIVE HUNDRED DOLLARS ($500.00). NO ACTION, REGARDLESS OF FORM, ARISING OUT OF YOUR USE OF THE SITE, ANY INFORMATION CONTAINED THEREIN, THE DATA AND/OR ANY OTHER PRODUCTS AND/OR SERVICES OFFERED THROUGH THE SITE MAY BE BROUGHT BY YOU MORE THAN ONE (1) YEAR FOLLOWING THE EVENT WHICH GAVE RISE TO THE CAUSE OF ACTION. THE NEGATION OF DAMAGES AND LIMITATION OF LIABILITY SET FORTH HEREIN IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND US AND ACCESS TO THE SITE AND DATA WOULD NOT BE PROVIDED TO YOU WITHOUT SUCH LIMITATIONS. IN THE EVENT THAT SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON LIABILITY AND THE EXCLUSION OF DAMAGES TO THE EXTENT INDICATED ABOVE, OUR LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
Third Party Websites The Site contains links to other websites on the Internet that are owned and operated by third parties. In some instances, these websites are co-branded and the third parties are entitled to use NumberGuru’s® name and logo on their third party websites. Company does not control the information, products or services available on these third party websites. The inclusion of any link does not imply endorsement by Company of the applicable website or any association with the website’s operators. Because Company has no control over such websites and resources, You agree that Company is not responsible or liable for the availability or the operation of such external websites, for any material located on or available from any such websites or for the protection of Your data privacy by third parties. Any dealings with, or participation in promotions offered by, advertisers on the Site, including the payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings or promotions, are solely between You and the applicable advertiser or other third party. You further agree that Company shall not be responsible or liable, directly or indirectly, for any loss or damage caused by the use of or reliance on any such material available on or through any such site or any such dealings or promotions.
Arbitration and Dispute Resolution These Terms and Conditions shall be treated as though they were executed and performed in New York City, NY and shall be governed by and construed in accordance with the laws of the State of New York (without regard to conflict of law principles).
We expect that Our customer service team will be able to resolve most complaints You may have regarding Our provision, or Your use of, Our Site and its services. If You have such a complaint, You can contact Our customer service team as described in the “How to Contact Us” section below. In the unlikely event that Your complaint remains unresolved, We prefer to specify now what each of Us should expect in order to avoid any confusion later. Accordingly, You and We agree to the following resolution process for all disputes and claims that You or We have arising from Our provision, or Your use, of Our Site and its services (each a “Service Claim”).
In an attempt to find the quickest and most efficient resolution of any Service Claim, You and We agree to first discuss the Service Claim informally for at least 30 days. To do that, the party who brings the Service Claim must first send to the other party a notice that must include (1) a description of the Service Claim and (2) a proposed resolution. If You want to raise a Service Claim, You must send the aforementioned description and proposed resolution by email ([email protected]) and/or certified mail to: NumberGuru, Attn: Legal Department, 48 West 38th Street - 8th Floor, New York, NY 10018. To subsequently discuss Your Service Claim with You, We will contact You using the e-mail address or mailing address You provide in Your letter to Us. If We want to raise a Service Claim, We will send You the aforementioned description and claim notice to You at the e-mail address that We have on file for You. If We do not have an e-mail address for You on file, We will send Our Service Claim to You through a means that complies with the service of process rules of the State of New York.
IF YOU AND WE DO NOT REACH AN AGREED UPON RESOLUTION WITHIN 30 DAYS OF RECEIPT OF THE SERVICE CLAIM, YOU AND WE AGREE THAT THE SERVICE CLAIM MUST BE RESOLVED THROUGH BINDING INDIVIDUAL ARBITRATION WITH ARBITRATION RESOLUTION SERVICES INC. (“ARS”) PROVIDED FOR USE BETWEEN AN INDIVIDUAL USING ITS CONSUMER ARBITRATION RULES, AVAILABLE HERE.
EXCEPTIONS TO THIS ARBITRATION REQUIREMENT: EITHER PARTY HAS THE RIGHT TO PURSUE: (1) A SERVICE CLAIM IN SMALL CLAIMS COURT OF APPROPRIATE JURISDICTION, OR (2) AN INTELLECTUAL PROPERTY CLAIM OR CLAIM RELATING TO UNAUTHORIZED ACCESS TO DATA THROUGH THE SITE (INCLUDING, BUT NOT LIMITED TO, CLAIMS RELATING TO PATENT, COPYRIGHT, TRADEMARK, SERVICE MARK AND TRADE SECRETS AND CLAIMS RELATING TO THE ACCESS OR RETRIEVAL OF DATA THROUGH THE SITE USING AN AUTOMATED PROCESS SUCH AS SCRAPING) IN STATE OR FEDERAL COURTS LOCATED IN NEW YORK, NY. BOTH WE AND YOU AGREE TO SUBMIT TO THE PERSONAL JURISDICTION OF THOSE COURTS FOR THESE CLAIMS.
NOTHING HEREIN SHALL BE CONSTRUED TO PRECLUDE ANY PARTY FROM SEEKING INJUNCTIVE RELIEF IN THE STATE OR FEDERAL COURTS LOCATED IN NEW YORK, NY IN ORDER TO PROTECT ITS RIGHTS PENDING AN OUTCOME IN ARBITRATION.
TO HELP RESOLVE ANY ISSUES BETWEEN US PROMPTLY AND DIRECTLY, YOU AND WE AGREE TO BEGIN ANY ARBITRATION OR COURT PROCEEDINGS ALLOWED UNDER THIS SECTION WITHIN ONE YEAR AFTER A CLAIM ARISES AND AGREE TO WAIVE THE RIGHT TO TRIAL BY JURY; OTHERWISE, THE CLAIM IS WAIVED.
Rather than force everyone to visit Us in New York, ARS' arbitration contemplates arbitration without travelling anywhere, but instead via their coud-based platform. Any disagreements regarding the forum for arbitration will be settled by an ARS arbitrator.
When the 30-day period described above has elapsed, You may initiate the arbitration through the process described in the ARS’s Business and Individual Rules, in its least expensive threshold. If You initiate the arbitration, Your arbitration fees will be limited to the Application filing fee set forth therein. Regardless of who initiates the arbitration, We are willing to pay the balance of ARS' fees referenced above. You and We acknowledge, understand and agree that any Decision or Award rendered by ARS may be entered in any Court of competent jurisdiction.
If the arbitrator rules against Us, in addition to accepting whatever responsibility is ordered by the arbitrator, We think it fair that We reimburse Your reasonable attorneys’ fees and costs, regardless of who initiated the arbitration. In addition, if the arbitrator rules in Our favor, We will not seek reimbursement of Our attorneys’ fees and costs, regardless of who initiated the arbitration.
Class Action and Trial Waiver:
IT IS IMPORTANT THAT YOU UNDERSTAND THAT BY ENTERING INTO THIS AGREEMENT, BOTH YOU AND WE ARE EACH WAIVING THE RIGHT TO PARTICIPATE IN A CLASS ACTION AGAINST THE OTHER PARTY FOR SERVICE CLAIMS THAT ARE COVERED BY THIS “ARBITRATION AND DISPUTE RESOLUTION” SECTION. THE ARBITRATOR'S DECISION OR AWARD WILL BE CONCLUSIVE AND BINDING AND MAY BE ENTERED AS A JUDGMENT IN ANY COURT OF COMPETENT JURISDICTION.
To the extent permitted by law, You agree that You will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that You may have against Company and its employees, officers, directors, members, representatives and assigns. You agree to the entry of injunctive relief to stop such a lawsuit or to remove You as a participant in the suit. You agree to pay the attorney's fees and court costs that Company incurs in seeking such relief. This provision preventing You from bringing, joining or participating in class action lawsuits: (a) does not constitute a waiver of any of Your rights and remedies to pursue a claim individually and not as a class action in binding arbitration as provided above; and (b) is an independent agreement.
Equitable Relief You agree that any breach or threatened breach of these Terms and Conditions or any unauthorized or unlawful use of the Site would result in irreparable injury to Us for which monetary damages would be inadequate. In such event, We shall have the right, in addition to other remedies available to it at law and in equity, to immediate injunctive relief without the need to post a bond. Nothing contained in these Terms and Conditions shall be construed to limit any legal or equitable remedies available to Us.
To the extent that any information or material that appears on or is posted to the Site, or otherwise is made available by Us, contains any representation, term or condition that is in conflict or inconsistent with these Terms and Conditions, these Terms and Conditions shall take precedence unless the new representation, term or condition is contained in a signed writing by a duly appointed officer of NumberGuru.
Force Majeure Other than for payment obligations, neither party will be liable for, or be considered to be in breach of, these Terms and Conditions on account of either party’s delay or failure to perform as required under these Terms and Conditions as a result of any causes or conditions that (a) are beyond the party’s reasonable control (including, but not limited to, acts of G-d, including storms and other natural occurrences; fires; explosions; telecommunications, Internet, or other network failures; results of vandalism or computer hacking; national emergencies, insurrections, acts of terrorism, riots, wars, strikes, or other comparable labor difficulties; and (b) the party is unable to overcome through the exercise of commercially reasonable diligence ((a) and (b), collectively, a “Force Majeure Event”). If any such Force Majeure Event occurs, the affected party will give the other party notice and will use commercially reasonable efforts to minimize the impact of any such event.
Severability If any provision of these Terms and Conditions is held invalid or unenforceable by any applicable court decision, that provision shall be changed and interpreted so as to best accomplish the objectives of the invalid or unenforceable provision within the limits of applicable law or the applicable court decision, and the remaining provisions of these Terms and Conditions shall remain in full force and effect.
Waiver Our failure to enforce a specific right or remedy for any breach of, or insist upon strict adherence to, any provision of these Terms and Conditions shall not operate as or be construed to be a waiver of Our right to enforce Our remedies for breaches of, or insist upon strict adherence to, such provision or any other provision of these Terms and Conditions. Any waiver of a provision of these Terms and Conditions must be contained in a signed writing by one of Our duly appointed officers.
Misconduct We reserve the right to restrict, suspend or terminate Your Account or access to the Site if We determine, in Our sole and absolute discretion, that You have violated these Terms and Conditions.
Transferability These Terms and Conditions will be binding on, inure to the benefit of and be enforceable by Our successors and assigns. You are not permitted to transfer, assign, novate or delegate any rights or obligations pursuant to these Terms and Conditions unless contained in a signed writing by a duly appointed officer of Ours, and We reserve the right to immediately terminate Your use of the Site and Our services if You attempt to do so.
Your Relationship with Us Nothing in these Terms and Conditions creates any partnership, joint venture, agency, franchise, sales representative or employment relationship between Us and You or any other party. You have no authority to make or accept any offers or representations on behalf of Us.
Notices We may provide legal and other notices to You, in Our sole discretion, by (a) posting such notices or links to such notices on the Site, or (b) sending a notice by e-mail, postal mail, overnight courier or facsimile to any contact address or number that You have provided to Us. If You wish to provide notice to Us, You shall send such notice, postage prepaid by either U.S. registered or certified mail or by international or domestic overnight courier, to: 48 West 38th St - 8th Floor, New York, NY 10018. Notices You send by e-mail or facsimile, with or without electronic confirmation, will not be deemed to be valid unless actual receipt is confirmed in a signed writing by a duly appointed officer of Ours.
Miscellaneous Should any part of these Terms and Conditions be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. These Terms and Conditions are personal between You and Us and govern Your use of the Site. Our failure to enforce any provision of these Terms and Conditions shall not be deemed a waiver of such provision nor of the right to enforce such provision. The parties do not intend that any agency or partnership relationship be created through operation of these Terms and Conditions.
A reminder on How to Contact Us Our “Contact Us” page contains information that allows You to contact Us directly with any questions or comments that You may have. We listen to or read, as applicable, every message sent in and endeavor to reply promptly to each one. This information is used to respond directly to Your questions or comments. If You have any questions about these Terms and Conditions or Our practices, please feel free to contact Us at [email protected]