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WEBSITE TERMS OF USE

Last Updated May 2, 2024

These Website Terms of Use (these “Terms”), together with any documents expressly incorporated herein, governs the relationship and interaction between you (the “User”, “you”, or “your”) and Band of Coders, LP, together with its parents, subsidiaries and affiliates, including, but not limited to, Band of Coders, ULC (collectively, the “Company”, “we”, “us” or “our”), and your use of our website located at https://www.bandofcoders.com, together with any associated services, features, functionality, or content, (collectively, the “Website”). If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to the terms and conditions contained in these Terms, in which case the terms “you” or “your” shall refer to such entity and its affiliates. Throughout these Terms, the Company and the User may each be referred to, individually, as a “Party”, or collectively, as the “Parties”.


*IMPORTANT: PLEASE READ CAREFULLY*

BY CHECKING THE BOX TO AGREE OR CLICKING AN “I AGREE” BUTTON, WHENEVER PRESENTED, TO AGREE TO THESE TERMS, OR BY SIGNING UP, ACCESSING, OR USING THE WEBSITE, YOU:

  1. ACCEPT THESE TERMS AS VALID AND AGREE TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS SET FORTH HEREIN;
  2. REPRESENT AND WARRANT THAT YOU ARE AT LEAST THIRTEEN (13) YEARS OF AGE; AND
  3. IF YOU ARE ENTERING INTO THE TERMS ON BEHALF OF A CORPORATION, ORGANIZATION OR OTHER LEGAL ENTITY, YOU HAVE THE RIGHT, POWER AND AUTHORITY TO ENTER INTO THE TERMS ON BEHALF OF THE CORPORATION, ORGANIZATION OR LEGAL ENTITY AND BIND IT TO THE TERMS SET FORTH HEREIN.
THESE TERMS MAY BE AMENDED BY THE COMPANY, IN WHOLE OR IN PART, AT ANY TIME AND IN THE COMPANY’S SOLE DISCRETION, WITH OR WITHOUT ANY NOTICE TO YOU. THE LATEST VERSION OF THESE TERMS, AS POSTED ON THE COMPANY’S WEBSITE, SHALL BE THE VERSION APPLICABLE TO YOU, ON A GOING-FORWARD BASIS, EACH TIME YOU USE THE WEBSITE.

THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITY. THE PROVISIONS BELOW FORM THE ESSENTIAL BASIS OF OUR AGREEMENT.

IF YOU DO NOT AGREE TO THESE TERMS, THEN DO NOT CHECK ANY “I AGREE” BOX OR CLICK ANY “I AGREE” BUTTON TO AGREE TO THESE TERMS, OR SIGN UP, ACCESS OR USE THE WEBSITE.

ARBITRATION NOTICE FOR USERS IN THE UNITED STATES: THESE TERMS CONTAIN AN ARBITRATION CLAUSE AND A WAIVER OF RIGHTS TO BRING A CLASS ACTION SUIT AGAINST US. EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN THAT ARBITRATION CLAUSE, YOU AND THE COMPANY AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU AND THE COMPANY WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

 

CHANGES TO THE TERMS

We reserve the exclusive right to make changes to these Terms, at any time and from time to time. Your continued access to and use of the Website and any associated services constitutes your agreement to be bound by, and your acceptance of, these Terms, as they are posted at such time. You acknowledge and agree that you accept these Terms (and any amendments thereto) each time you visit the Website. Therefore, we encourage you to review these Terms regularly.


If, within thirty (30) days of us posting changes or amendments to these Terms, you decide that you do not agree to the updated terms, you may withdraw your acceptance to the amended terms by providing us with written notice of withdrawal of your acceptance via the methods set forth in the “Contact Us” Section herein. Upon providing us with notice of your acceptance withdrawal, you are no longer authorized to access or use the Website or any associated services, and you must not do so.


  1. Overview of Company Services. The Company provides software and application development services and certain professional services. The Website is solely for the purpose of displaying and providing more information regarding the array of services offered by the Company.
  2. Your Use of the Website.

    1. (a)The Company provides you with access to and use of the Website subject to your compliance with these Terms. No material from the Website may be copied, reproduced, republished, uploaded, posted, transmitted or distributed in any way, except as specifically permitted on the Website. The Website, including all of its information and contents, such as text, data, wallpaper, icons, characters, artwork, images, photographs, graphics, music, sound, messages, and the HTML code used to generate the pages (collectively, the “Content”), is the Company’s property and is protected by trademark and/or copyright under the laws of the United States of America and/or foreign laws.

    2. (b)We grant you a personal, revocable, non-exclusive, non-transferable, limited license to access the Website and to use the information and services contained here. We reserve the right, for any reason or for no reason, in our sole discretion and without notice to you, to revise the services described on the Website and to terminate, change, suspend or discontinue any aspect of the Website, including, but not limited to, the Content on the Website as well as features of the Website, and we will not be liable to you or to any third party for doing so. We may also impose rules for and limits on use of the Website or restrict your access to part, or all, of the Website, without notice or penalty. We have the right to change these rules and/or limitations at any time, in our sole discretion.

  3. Prohibited Uses of the Website.

    1. (a) Except as otherwise provided in Section 2 of these Terms, you may not use, download, copy, print, display, perform, reproduce, publish, modify, delete, add to, sell, lease, license, create derivative works from, reverse engineer, post, transmit, distribute or otherwise exploit any Content from this Website in whole or in part, for any public or commercial purpose without the specific prior written permission of Company.

    2. (b) You shall not upload to, distribute, or otherwise publish through this Website any content, information, or other material that (i) violates or infringes the copyrights, patents, trademarks, service marks, trade secrets, or other proprietary rights of any person; (ii) is libelous, threatening, defamatory, obscene, indecent, pornographic, or could give rise to any civil or criminal liability under U.S. or international law; or (iii) includes any bugs, viruses, worms, trap doors, trojan horses or other harmful code or properties.

    3. (c) You agree not to access or use the Website in an unlawful way or for an unlawful or illegitimate purpose or in any manner that contravenes these Terms. You further agree that you are solely responsible for your conduct while accessing or using our Website, and you agree that you will not do any of the following in connection with our Website or its users:


      1. (i) Use our Website other than for its intended purposes and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Website or that could damage, disable, overburden or impair the functioning of our Website in any manner;

      2. (ii) Violate, in any way, any applicable Federal, State, local, or international law or regulation;

      3. (iii) Impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity;

      4. (iv) Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Website, except as expressly permitted by us or our licensors;

      5. (v) Modify our Website, remove any proprietary rights notices or markings, or otherwise make any derivative works based on our Website;

      6. (v) Modify our Website, remove any proprietary rights notices or markings, or otherwise make any derivative works based on our Website;

      7. (vi) Reverse engineer any aspect of our Website or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Website;

      8. (vii) Use any data mining, robots, or similar data gathering or extraction methods designed to scrape or extract data from our Website;

      9. (viii) Develop or use any applications that interact with our Website without our prior written consent;

      10. (ix) Use our Website for any illegal or unauthorized purpose, or engage in, encourage or promote any illegal activity that violates these Terms;

      11. (x) Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;

      12. (xi) Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website;

      13. (xii) Attack the Website via a denial-of-service attack or a distributed denial-of-service attack; or

      14. (xiii) Circumvent or attempt to circumvent any filtering, security measures or other features that we may, from time to time, adopt to protect our Website, our users or third parties.

    4. (d) This Section 3 does not create any private right of action on the part of any third-party or any reasonable expectation that our Website will not contain any information or content that is prohibited by such rules.

  4. Intellectual Property.
    1. Generally. You agree that, as between you and us, we (and our licensors, where applicable) own all right, title and interest, including all related Intellectual Property (as defined below) rights, in and to the Website, all proprietary technology owned or used by us, or made available to you by us, and all modifications, enhancements and improvements to any of the foregoing. We hereby reserve all rights worldwide not specifically granted to you in these Terms, and you agree that you will not make any use of any of the foregoing in any manner or for any purpose whatsoever except as expressly permitted by these Terms. All names, logos, other product and service names, trademarks, service marks and logos associated with us or the Website are trademarks or service marks of ours or of third-parties, and no right or license is granted to you to use them for any purpose whatsoever. This Section does not limit any rights or remedies we may have under any applicable laws, rules and regulations. As used in these Terms, “Intellectual Property” means any and all of the following arising pursuant to the laws of any jurisdiction throughout the World: (a) trademarks, service marks, trade names, and similar indicia of source of origin, all registrations and applications for registration thereof, and the goodwill connected with the use of and symbolized by the foregoing; (b) copyrights and all registrations and applications for registration thereof; (c) trade secrets and know-how; (d) patents and patent applications; (e) internet domain name registrations; and (f) other intellectual property and related proprietary rights.
    2. Copyright Policy.

      1. (a) We honor copyright laws, including the Digital Millennium Copyright Act (17 U.S.C. § 512) (the “DMCA”). We therefore take reasonable steps to expeditiously remove from our Website and services any infringing material that it becomes aware of.

      2. (b) We make it easy for you to report suspected copyright infringement. If you believe that anything on the Website infringes a copyright that you own or control, please report it by filing a notice with our designated agent:

      3. Band of Coders, LP
        Attn: Copyright Agent
        5579 Chamblee Dunwoody Rd. Ste B 157
        Dunwoody, Georgia 30338

         

        e-mail: us@bandofcoders.com

        Note – Do not use this email address for anything other than reporting copyright infringement, as such emails will be ignored.

      4.  

      5. (c) If you file a notice with our designated agent, the notice must comply with the requirements set forth at 17 U.S.C. § 512(c)(3). That means the notice must:

      6. (i) Contain the physical or electronic signature of a person authorized to act on behalf of the copyright owner;

      7. (ii) Identify the copyrighted work claimed to have been infringed;

      8. (iii) Identify the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed, or access to which is to be disabled, and information reasonably sufficient to let us locate the material;

      9. (iv) Provide your contact information, including your address, telephone number, and an e-mail address;

      10. (v) Provide a personal statement that you have a good-faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

      11. (vi) Provide a statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

    3. Third-Party Sites or Resources. The Website may include or provide links to third-party websites or resources (“Third-Party Websites”), or otherwise display, include, or make available content, data, information, services, applications, or materials from third-parties (“Third-Party Materials”). When you click on a link to, or access and use, a Third-Party Website, though we may not warn you that you have left our Website, you are subject to the terms and conditions (including privacy policy(ies)) of another website or destination. Such Third-Party Websites and Third-Party Materials are not under the control of the Company. The Company is not responsible or liable for any Third-Party Websites and Third-Party Materials. The Company provides links to these Third-Party Websites only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Websites or their products or services or associated Third-Party Materials. You use all links in Third-Party Websites and Third-Party Materials at your own risk.
    4. Reliance on Information Posted. While we make every effort to reduce errors on our Website, from time to time typographical errors, inaccuracies, or omissions relating to, but not limited to, descriptions of services, pricing and availability may occur. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents. We reserve the right to correct any errors, inaccuracies or omissions and to change or update information at any time without notice.
    5. Electronic Communications. When you visit our Website, sign up for electronic communication from the Company, or send e-mails, messages, text messages and other communications from your desktop or mobile device to Company, you are communicating with the Company electronically. You consent to receive communications from the Company electronically. The Company will communicate with you in a variety of ways such as e-mail, messaging through the Website, text or by posting notices and messages on the Website. You agree that all agreements, notices, disclosures, and other communications that the Company provides to you electronically satisfy any legal requirement that such communications be in writing.
    6. User Interactions. Our Website may allow for users to interact with us, including, but not limited to, the ability to request a meeting with us. You are solely responsible for your interactions with us through the Website. You agree to take reasonable precautions in all interactions with us via the Website. You should not provide your financial information (for example, your credit card or bank account information) or any other sensitive personal information to us via the Website. As such, you hereby release the Company, its affiliates, directors, officers, managers, owners, employees, agents, contractors, representatives, our third-party partners or suppliers, and successor or assigns from any and all claims, demands, damages (actual, consequential, nominal, punitive, or otherwise), equitable relief, and any other legal, equitable, and administrative remedy, of every kind and nature, whether known or unknown, suspected or unsuspected, disclosed or undisclosed, past, present, or future, arising out of or in any way connected with interactions you may have with us via the Website.
    7. Feedback. You may voluntarily post, submit or otherwise communicate to us any questions, inquiries, comments, suggestions, ideas, or other information or materials regarding our Website (collectively, the “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including, without limitation, to develop, copy, publish or improve the Feedback in our sole discretion. You understand that we may treat Feedback as non-confidential.
    8. Termination. We may immediately, without prior notice, suspend or terminate your use of and access to the Website or terminate these Terms as they apply to you, at our sole discretion, for any reason, whether with or without cause or warning, and without liability.
    9. DISCLAIMER OR WARRANTIES. YOUR ACCESS TO AND USE OF THE WEBSITE IS AT YOUR OWN RISK. YOU UNDERSTAND AND AGREE THAT THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND THE COMPANY EXPRESSLY DISCLAIMS ANY WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. IN ADDITION, THE COMPANY MAKES NO WARRANTY OR REPRESENTATION AND DISCLAIMS ALL RESPONSIBILITY FOR WHETHER THE WEBSITE: (I) WILL MEET YOUR REQUIREMENTS; (II) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (III) WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE. THE COMPANY DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE COMPANY WILL NOT BE LIABLE FOR ANY LOSS OF ANY KIND FROM ANY ACTION TAKEN OR TAKEN IN RELIANCE ON THE CONTENT CONTAINED ON THE WEBSITE. WHILE THE COMPANY ATTEMPTS TO MAKE YOUR ACCESS TO AND USE OF THE WEBSITE SAFE, THE COMPANY CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE, CONTENT, ANY THIRD-PARTY WEBSITE, ANY THIRD-PARTY MATERIALS, OR ANY OTHER INTERACTIONS YOU MAY HAVE WITH THE WEBSITE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE CANNOT GUARANTEE THE SECURITY OF ANY DATA THAT YOU DISCLOSE ONLINE. NO ADVICE OR INFORMATION, WHETHER ORAL OR OBTAINED FROM THE COMPANY OR THROUGH THE WEBSITE, WILL CREATE ANY WARRANTY OR REPRESENTATION NOT EXPRESSLY MADE HEREIN. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND WILL NOT HOLD THE COMPANY RESPONSIBLE FOR ANY BREACH OF SECURITY.
      THE COMPANY PERIODICALLY AMENDS, CHANGES, UPDATES, AND ALTERS THE WEBSITE WITHOUT NOTICE. THE COMPANY SPECIFICALLY DISCLAIMS ANY DUTY TO UPDATE THE CONTENT, OR ANY OTHER INFORMATION, ON THE WESBITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE COMPANY OR THROUGH THE WEBSITE, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
    10. LIMITATION OF LIABILITY. YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE WEBSITE REMAINS WITH YOU. NEITHER THE COMPANY NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE WEBSITE SHALL BE LIABLE TO YOU FOR ANY COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS, ARISING OUT OF OR IN CONNECTION WITH: (I) THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE WEBSITE; (II) THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE WEBSITE; (III) DELAYS OR DISRUPTIONS TO THE WEBSITE; (IV) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING THE WEBSITE OR THOSE OF ANY THIRD-PARTY WEBSITE, MATERIALS, SERVICES, OR TOOLS LINKED TO THE WEBSITE; (V) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND ON THE WEBSITE; OR (VI) DAMAGE TO YOUR HARDWARE DEVICE FROM THE USE OF THE WEBSITE, IN EACH CASE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT COMPANY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. YOU SPECIFICALLY ACKNOWLEDGE THAT THE COMPANY SHALL NOT BE LIABLE TO YOU FOR YOUR ACTIONS OR COMMUNICATIONS TRANSMITTED THROUGH THE WESBITE. THE COMPANY SHALL NOT BE LIABLE FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION THROUGH THE WEBSITE OR ANY LINKED THIRD-PARTY WEBSITES OR FOR ANY INFORMATION OBTAINED THROUGH USE OF THE WEBSITE OR OTHERWISE ARISING OUT OF THE USE OF THE SAME, REGARDLESS OF THE FORM OF ACTION OR BASIS OF ANY CLAIM.

      SOME JURISDICTIONS DO NOT ALLOW CERTAIN EXCLUSIONS OF WARRANTIES OR LIMITATIONS ON DAMAGES, SO SOME OF THESE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU; IN SUCH JURISDICTIONS, THE AGGREGATE LIABILITY OF THE COMPANY SHALL BE LIMITED IN ACCORDANCE WITH THESE TERMS TO THE FULLEST EXTENT PERMITTED BY LAW.

      WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL THE COMPANY’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE WEBSITE EXCEED ONE HUNDRED DOLLARS ($100.00), WHICHEVER IS GREATER. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND THE COMPANY.
    11. Indemnity. You agree to defend, indemnify, and hold harmless the Company and its employees, officers, directors, agents, representatives, licensors, suppliers, and service providers from and against all claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or in any way connected with (i) your use of, or activities taken, in connection with the Website; or (ii) any violation of these Terms by you. We reserve the right to assume all or any part of the defense of any such claims and negotiations for settlement, and you agree to fully cooperate with us in doing so.
    12. Arbitration, Class-Action Waiver, and Jury Waiver. PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. This Section is intended to be interpreted broadly and governs any and all disputes between us, including, but not limited to, claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before these Terms became applicable or any prior agreement (including, but not limited to, claims related to advertising); and claims that may arise after the expiration or other termination of these Terms. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small claims court matters, as provided below. By agreeing to these Terms, you agree to resolve any and all disputes with us as follows.
    13. Initial Dispute Resolution. Most disputes can be resolved without resort to litigation. You can reach our support department at us@bandofcoders.com, and except for intellectual property and small claims court matters, the Parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with our support department, and good faith negotiations shall be a condition to either Party initiating a lawsuit or arbitration.
    14. Binding Arbitration. If the Parties do not reach an agreed-upon solution within a period of thirty (30) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then either Party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below. Specifically, all claims arising out of or relating to these Terms or previous versions of these Terms (including the Terms’ or the Privacy Policy’s formation, performance, and breach), the Parties’ relationship with each other, and/or your use of the Website shall be finally settled by binding arbitration, as described below.

      Where the relief sought is Ten Thousand Dollars ($10,000), or less, and you do not wish to bring the claim in small claims court, then the arbitration will be conducted online by an online arbitration provider of our choosing in accordance with their applicable commercial arbitration rules and procedures effective at the time a claim is made. Currently, to start, you may initiate arbitration proceedings on the Fair Claims website. You are responsible for your own attorneys’ fees, unless the arbitration rules and/or applicable law provide otherwise.

      Any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of these Terms to arbitrate, shall be determined by arbitration in Atlanta, Georgia. Where the relief sought is between $10,001 and $250,000, the arbitration shall be before a single arbitrator in accordance with the JAMS Streamlined Arbitration Procedure Rules. Where the relief sought exceeds $250,000, arbitration shall be before a panel of three (3) arbitrators in accordance with the JAMS Comprehensive Arbitration Rules and Procedures. To start an arbitration with JAMS, you must do the following: (a) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.jamsadr.com); (b) send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS, 1201 W Peachtree, NW, Suite 2650, Atlanta, Georgia 30309; and (c) send one copy of the Demand for Arbitration to us at 6055 Southard Trace, Cumming, Georgia 30040, USA, ATTN: Legal. You will be required to pay $250.00 to initiate an arbitration against us. If the arbitrator finds the arbitration to be non-frivolous, we will pay all other fees invoiced by JAMS, including filing fees and arbitrator and hearing expenses. You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise.

      The arbitrator(s), and not any Federal, State, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of an agreement under the Terms or the Privacy Policy, including, but not limited to, any claim that all or any part of the Terms or the Privacy Policy is void or voidable, whether a claim is subject to arbitration, or the question of waiver by litigation conduct. The arbitrator(s) shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitral award shall be written and shall be binding on the Parties and may be entered as a judgment in any court of competent jurisdiction.

      The Parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. The Parties further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

      The Parties further agree to submit to the personal jurisdiction of any Federal or State court sitting in Fulton County, Georgia in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
    15. Small Claims. As an alternative, you may bring your Claim in your local “small claims” court, if permitted by that small claims court’s rules and if within such court’s jurisdiction, unless such action is transferred, removed or appealed to a different court. You may bring Claims only on your own behalf. Neither you nor Company will participate in a class action or class-wide arbitration for any Claims covered by these Terms to arbitrate.
    16. Class Action Waiver. YOU AGREE THAT YOU ARE HEREBY GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST THE COMPANY INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS.
    17. Arbitration Opt-Out. You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending a written notice of your decision to opt-out to at us@bandofcoders.com with the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT”. The notice must be sent within thirty (30) days of your first use of or access to the Website; otherwise, you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt-out of these arbitration provisions, we also will not be bound by them.
    18. Privacy Policy. Please refer to our Privacy Policy, as updated from time to time, for information about how we collect, use, and share your information, which is incorporated herein by reference. By using and providing information to or through the Services, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
    19. Contact Us. All notices, feedback, comments, requests for technical support and other communications relating to the Website should be directed to: us@bandofcoders.com.
    20. Miscellaneous.
      1. Entire Agreement. The Terms constitute the entire agreement of the Parties and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.
      2. Governing Law. The interpretation and enforcement of these Terms, and any dispute related to these Terms or the Website, shall be governed by and construed and enforced in accordance with the laws of State of Georgia (US), without regard to conflict of law rules or principles (whether of Georgia or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. You agree that we may initiate a proceeding related to the enforcement or validity of our intellectual property rights in any court having jurisdiction. With respect to any other proceeding that is not subject to arbitration under these Terms, the Federal and State courts sitting in Fulton County, Georgia will have exclusive jurisdiction. You waive any objection to venue in any such courts.
      3. No Waiver. No waiver under the Terms is effective unless it is in writing, identified as a waiver to the Terms and signed by an authorized representative of the Party waiving its right. Any waiver authorized on one occasion is effective only in that instance and only for the purpose stated and does not operate as a waiver on any future occasion.
      4. Severability. If any term or provision of the Terms is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability does not affect any other term or provision of the Terms.
      5. Successors and Assigns. The Terms are binding on and inures to the benefit of the Parties and their respective permitted successors and permitted assigns.
      6. Assignment and Delegation. You may not assign any of your rights or delegate any of your obligations under the Terms without the prior written consent of Company. The Company may assign its obligations under the Terms, in whole or in part, to one or more of its subsidiaries engaged in the business.
      7. No Third-Party Beneficiaries. The Terms do not and are not intended to confer any rights or remedies upon any person or entity other than you.
      8. Headings. The headings in the Terms are for reference only and do not affect the interpretation of the Terms.
      [End of Terms of Use]