PLEASE READ THIS AGREEMENT CAREFULLY; THIS IS A BINDING CONTRACT.
You must agree to this ToU in order to use the Service. If you use the Service, or click to accept or agree to this ToU if presented to you in a user interface for the Service, we will understand this as your acceptance of this ToU and your agreement to all of its terms and conditions. By accepting this ToU or using the Service, you represent and warrant that you have the legal capacity to enter a contract in the jurisdiction where you reside. If you do not accept this ToU, then you may not use the Service.
1. ToU Updates
SPOT may update this ToU at any time, and SPOT will post a link to the updated version of this ToU on the Site and in the App. You understand and agree that you will be deemed to have accepted the updated ToU if you use the Service after the updated ToU is posted. If at any point you do not agree to any portion of this ToU then in effect, you must immediately stop using the Service.
2. Provision of the Service.
You are responsible for any Internet connection and telecommunications fees and charges that you incur when accessing the Service. You acknowledge and agree that SPOT may make changes to the Service at any time without notifying you in advance.
3. Termination of Service.
SPOT reserves the right to deny service to any person or entity at SPOT’s sole and absolute discretion. You acknowledge and agree that SPOT may stop providing the Service or restrict your use of the Service at any time, without notifying you in advance, for any reason or no reason, including, without limitation, for any violation of this ToU or if SPOT suspects that you have used any aspect of the Service to conduct any fraudulent or illegal activity. If SPOT disables your access to your account, you may be prevented from accessing the Service, your account details or any materials contained in your account.
4. Accounts and Security.
4.1 Account. To access certain aspects of the Service, you must have an account. You can create an account by completing the registration process. You may be required to provide information about yourself as part of the registration process or your continued use of the Service. You agree that any registration information that you submit to SPOT will be correct, accurate and up to date.
4.2 Account Security. Maintaining account security is very important. You are solely responsible for maintaining the confidentiality of your account password. You agree to notify SPOT immediately if you become aware of any unauthorized use of your password or of your account.
4.3 Account Sharing or Transfers. Accounts are registered to you personally and may not be sold, traded, gifted or otherwise transferred at any time under any circumstances. You may not share your account with, or disclose your password to, anyone else.
4.4 Cancellation by You. You have the right to cancel your account at any time. You may cancel your account by following the cancellation instructions in the App or logging out of your account
4.5 Termination by SPOT. SPOT may at any time terminate your account if:
- SPOT determines that you are (i) in breach of or otherwise acting inconsistently with this ToU or (ii) engaging in fraudulent or illegal activities or other conduct that may result in liability to SPOT
- SPOT determines it is required by law to terminate your account; or
- SPOT decides to stop providing the Service or critical portions of the Service.
4.6 Effect of Account Termination or Cancellation. If you voluntarily terminate your account or allow your account to lapse, you may reactivate that account at any time by logging in using your email address or Facebook account. Accounts terminated by SPOT for any type of abuse including, without limitation, a violation of this ToU, may not be reactivated for any reason.
5. Use Requirements.
5.1 License Grant. Subject to the terms and conditions of this ToU, SPOT hereby grants you a limited, non-exclusive, personal, non-sublicensable, non-assignable license to use the Service, which may only be used in accordance with the rules, restrictions and/or documentation set forth by SPOT from time to time.
5.2 Installation. In connection with the Service, you may install the App on one or more mobile devices that you own or control and that meet the minimum specifications provided by SPOT.
5.3 Updates. SPOT may require that you download and install updates to the App from time to time. You acknowledge and agree that SPOT may update the Service with or without notifying you and add or remove features or functions to the Service at any time in its sole discretion. You acknowledge and agree that SPOT has no obligation to make the Service available to you, make any subsequent versions of the Service available to you or to continue to support the Service in any way. You acknowledge that your access to the Service may not be continuous, features may change during your use of the Service, and SPOT may terminate your access to the Service or stop offering the Service at any time.
5.4 Agreements. You acknowledge that you may only use the App in connection with the Service provided through the App in accordance with this ToU. The requirements hereunder and this ToU may change as the Service evolves.
6. Restrictions and Conditions of Use.
6.1 Use of the Service. SPOT permits you to view and use the Service solely for your personal, non-commercial use. You agree not to license, create derivative works from, transfer, sell or re-sell any information, content, materials, data or services obtained from the Service. SPOT reserves the right to add or remove information, content or services from the Services at any time at its sole discretion.
6.2 Accessing the Service. You agree not to access, or attempt to access, the Service by any means other than through the user interface provided through the Site or the App. You specifically agree not to access, or attempt to access, the Service through any automated means (including, without limitation, through the use of scripts, bots, spiders or web crawlers).
6.3 No Violation of Laws. You agree that you will not, in connection with your use of the Service, violate any applicable law, ordinance, rule, regulation or treaty. Without limiting the foregoing, you agree that you will not make available through the Service any material or information that infringes any copyright, trademark, patent, trade secret, or other right of any party (including rights of privacy or publicity).
6.4 Use Restrictions. You may not connect to or use the Service in any way that is not expressly permitted by this ToU.
- You may not: (i) remove any proprietary notices from the Service; (ii) cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of the Service; (iii) sell, assign, rent, lease, act as a service bureau, or grant rights in the Service including, without limitation, through sublicense, to any other person or entity without the prior written consent of SPOT; or (iv) make any false, misleading or deceptive statement or representation regarding SPOT and/or the Service.
- Without limiting the foregoing, you agree that you will not: (i) institute, assist, or become involved in any type of attack including, without limitation, denial of service attacks, upon the Service (or any servers, systems or networks connected to the Service) or otherwise attempt to obstruct, disrupt or interfere with the operation of the Service or any other person’s or entity’s use of the Service (or any servers, systems or networks connected to the Service); (ii) attempt to gain unauthorized access to the Service, accounts registered to other users, or any servers, systems or networks connected to the Service; (iii) use the Service for any commercial purpose unless consistent with this ToU and the intended use of the same, or for the benefit of any third party, or charge any person or entity, or receive any compensation for, the use of the Service, unless you are specifically authorized to do so in a separate written agreement with SPOT; (iv) use the Service to develop, generate, transmit or store information that is defamatory, harmful, abusive, obscene or hateful; (iv) use the Service to perform any unsolicited commercial communication not permitted by applicable law; or (v) use the Service to engage in any activity that (A) constitutes harassment or a violation of privacy or threatens other people or groups of people; (B) is harmful to children in any manner; (C) constitutes phishing, pharming or impersonates any other person or entity, or steals or assumes any person’s identity (whether a real identity or online nickname or alias); or (D) violates any applicable law, ordinance, rule, regulation or treaty.
- Without limiting the foregoing, you agree that you will not use the Service for any other unlawful, prohibited, abnormal or unusual activity as determined by SPOT in its sole discretion.
6.5 No Data Mining or Harmful Code. You agree that you will not (a) obtain or attempt to obtain any information from the Service including, without limitation, email addresses or mobile phone numbers of other account holders or other software data; (b) intercept, examine or otherwise observe any proprietary communications protocol used by the Service, whether through the use of a network analyzer, packet sniffer or other device; or (c) use any type of bot, spider, virus, clock, timer, counter, worm, software lock, drop dead device, Trojan horse routine, trap door, time bomb or any other codes, instructions or third party software that is designed to provide a means of surreptitious or unauthorized access to, or distort, delete, damage or disassemble, the Service.
6.6 Violation of this ToU. You acknowledge and agree that you are solely responsible, and SPOT has no responsibility or liability to you or any other person or entity, for any breach by you of this ToU or for the consequences of any such breach. SPOT may at its option, terminate its relationship with you, or may suspend your account immediately if it determines you are using the Service contrary to the restrictions found in this Section 6 or any other terms of this ToU.
7. Participation in Activities; Interactions with Other Users
7.1 Participations in Activities. You acknowledge and agree that you are solely responsible, and SPOT has no responsibility to you or any other person or entity, for your participation in any activity that you learn about through your use of the Service or for any personal injury, property damage or other harm that you suffer as a result of participating in any such activity.
7.2 User Interactions. You acknowledge and agree that you are solely responsible, and SPOT has no responsibility or liability to you or any other person or entity, for your interactions with other users of the Service. SPOT is not a party to any offline arrangements that you make with other users of the Service. SPOT does not conduct criminal background checks of users of the Service and does not attempt to verify statements of users of the Service. SPOT makes no representations or warranties as to the conduct of any user of the Service. SPOT reserves the right to conduct any criminal background check or other screenings (such as sex offender register searches), at any time and using available public records.
7.3 User Conduct. You acknowledge and agree that SPOT is not responsible for the conduct of any user. Without limiting the generality of Section 16 below, in no event shall SPOT, its affiliates or its partners be liable (directly or indirectly) for any losses or damages, whatsoever, whether direct, indirect, general, special, compensatory, consequential and/or incidental, arising out of or relating to the conduct of you or anyone else in connection with the use of the Service including, without limitation, death, bodily injury, emotional distress, negligence and/or any other damages arising or resulting from or directly or indirectly caused by any communications or meetings with any other user of the Service or person you meet through your use of the Service. You acknowledge and agree that you are solely responsible to take all necessary precautions in all interactions with other users. In addition, you agree to review and follow SPOT’s Safety Tips, located on the Site, prior to using the Service.
8.1 Links from the Site. The Site may contain links to websites operated by other parties. SPOT provides these links to other websites as a convenience and use of these websites is at your own risk. The linked websites are not under the control of SPOT and SPOT is not responsible for the content available on the other websites. Such links do not imply SPOT’s endorsement of information or material on any other website and SPOT disclaims all liability with regard to your access to and use of such linked websites.
8.2 Links to the Site. Unless otherwise set forth in a written agreement between you and SPOT, you must adhere to SPOT’s linking policy as follows:
- the appearance, position and other aspects of the link may not be such as to damage or dilute the goodwill associated with SPOT’s or its licensors’ names and trademarks;
- the appearance, position and other attributes of the link may not create the false appearance that your organization or entity is sponsored by, affiliated with, or associated with SPOT; and
- when selected by a user, the link to the Site must display the Site on full-screen and not within a “frame” on the linking Site. SPOT reserves the right to revoke its consent to the link at any time and in its sole discretion.
9. Intellectual Property.
9.1 Trademarks. The SPOT name and logo are trademarks and service marks of SPOT. Unless permitted in a separate written agreement with SPOT, you do not have the right to use any of SPOT’s trademarks, service marks or logos and your unauthorized use of any of these may be a violation of federal and state trademark laws.
9.2 Ownership. You acknowledge and agree that SPOT, or its licensors, owns all right, title and interest in and to the Service, including all intellectual property, industrial property and proprietary rights recognized anywhere in the world at any time and that the Service is protected by U.S. and international copyright laws. Further, you acknowledge that the Service may contain information that SPOT has designated as confidential and you agree not to disclose such information without SPOT’s prior written consent.
9.3Copyright Agent. SPOT respects the intellectual property rights of others, and requires that people who use the Service do the same. SPOT maintains a policy of terminating users of the Service who engage in repeated infringing conduct. If you believe that your work has been copied in a way that constitutes copyright infringement, please forward the following information to the Copyright Agent, designated as such pursuant to the Digital Millennium Copyright Act, 17 U.S.C. § 512(c)(2), named below:
- Your address, telephone number, and email address;
- A description of the copyrighted work that you claim has been infringed;
- A description of where the alleged infringing material is located;
- A statement by you that you have a good faith belief that the disputed use is not authorized by you, the copyright owner, its agent, or the law;
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; and
- A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
- Copyright Agent:
- Legal Department
- SPOT App, LLC
- 3835 East Thousand Oaks Blvd, #R116
- Westlake Village, CA 91362
- Tel: (805) 380-7768
- Email: email@example.com
10. Social networks. The Service includes features that operate in conjunction with certain third party social networking websites that you visit, such as Facebook and Google (“Social Network Features”). While your use of the Social Network Features is governed by this ToU, your access and use of third party social networking websites and the services provided through these websites is governed by the terms of service and other agreements posted on these websites. You understand and acknowledge that the Service is not endorsed or certified by any of the aforementioned social networking websites.
12. Location. The Service is operated by SPOT in the United States. If you choose to access the Service from a location outside of the United States, you do so on your own initiative and you are responsible for compliance with applicable local laws.
13. User Generated Content.
1 3.1Content of Communications. SPOT is not the source of, does not verify or endorse and takes no responsibility for the content of communications made using the Service. By using the Service, you agree that any content that you submit may be viewable by other users of the Service. The content of communications is entirely the responsibility of the person from whom such content originated. You therefore may be exposed to content that is offensive, unlawful, harmful to minors, obscene, indecent or otherwise objectionable. You acknowledge and agree that SPOT is not responsible for any content of communications that you may have access to through your use of the Service. The content of communications may be protected by intellectual property rights, which are owned by third parties. You are responsible for the content you choose to communicate and access using the Service. In particular, you are responsible for ensuring that you do not submit material that is (a) copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner; (b) a falsehood or misrepresentation; (c) offensive, unlawful, harmful to minors, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or that encourages conduct that would be considered a criminal offense, gives rise to civil liability, violates any law, or is otherwise objectionable; (d) an advertisement or solicitation of business; or (e) impersonating another person. SPOT may in its sole discretion block, prevent delivery of or otherwise remove the content of communications as part of its effort to protect the Service or its customers, or otherwise enforce the terms of this ToU. Further, SPOT may in its sole discretion remove such content or terminate this ToU and your access if you use any content that is in breach of this ToU.
13.2SPOT does not claim ownership of any communications or materials you submit or make available through the Service (“Submitted Content”) via any hosting, sharing or publishing or any other function through the Service which allows you to post, upload, edit, host, share or publish content. With respect to such Submitted Content, you grant SPOT a perpetual, irrevocable, non-terminable, transferrable, worldwide, royalty-free, sublicensable, fully paid-up, non-exclusive and transferable license to use, reproduce, distribute, prepare derivative works of, display, modify, copy and perform Submitted Content or any part of Submitted Content in connection with the Service and SPOT’s (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any and all media formats and through any and all media channels now known or hereafter adopted. You also hereby grant each user of the Service a non-exclusive license to access your Submitted Content through the Service while the Submitted Content is made available through the Service. You may take down any of your Submitted Content at any time; however, you acknowledge and agree, that SPOT may still have access to such Submitted Content and that the above licenses granted by you to SPOT will remain in effect despite your removal of such Submitted Content from the Service. You hereby represent, warrant and covenant that any Submitted Content you provide does not include anything (including, but not limited to, text, images, music or video) to which you do not have the full right to grant the license specified in this Section 13.2.
13.3 You acknowledge and agree that: (a) by using the Service, you may be exposed to content that you may find offensive or indecent and you do so at your own risk; and (b) you are solely responsible for, and SPOT has no responsibility to you or any third party for any Submitted Content that you create, submit, post or publish through the Service. You acknowledge and agree that (i) SPOT has no control over and is not responsible for the use of Submitted Content by a user, including any user that has uploaded such Submitted Content to such user’s personal device; and (ii) SPOT may not be able to remove certain Submitted Content that is uploaded onto another user’s device. SPOT does not endorse any Submitted Content or any opinion, recommendation, or advice expressed therein, and expressly disclaims any and all liability in connection with Submitted Content.
13.4 You acknowledge that SPOT has the right to pre-screen Submitted Content, but no obligation to do so. At SPOT’s sole discretion, any Submitted Content may be included in the Service in whole or in part in a modified form. In addition, SPOT and its designees shall have the right (but not the obligation) in their sole discretion to refuse or remove any Submitted Content that is available via the Service that violates this TOU or is otherwise objectionable including, but not limited to, being unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or violating any party’s intellectual property rights.
13.5You acknowledge that the Submitted Content is your sole responsibility. You are entirely responsible for the Submitted Content and agree, under no circumstances, will SPOT be liable in any way for Submitted Content including, but not limited to, any errors or omissions in any Submitted Content, or any loss or damage of any kind incurred as a result of the use or distribution of any Submitted Content transmitted or otherwise made available via the Service.
14. Children The Service is not directed toward children under 13 years of age, and SPOT does not knowingly collect information from children under 13 or allow them to create an account or access account features. If you are under 13, please do not submit any personal information about yourself to SPOT.
15. Disclaimer of Warranties
15.1 YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK AND THAT THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED.
15.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SPOT EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS INCLUDING, WITHOUT LIMITATION, WARRANTIES AND CONDITIONS OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THOSE ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
15.3 SPOT MAKES NO REPRESENTATION OR WARRANTY AS TO (a) THE ACCURACY, COMPLETENESS OR RELIABILITY OF ANY MATERIALS, INFORMATION OR DATA AVAILABLE THROUGH, OR THE PERFORMANCE OF THE SERVICE, (b) THE SAFETY OF ANY ACTIVITY DESCRIBED IN OR THAT YOU LEARN ABOUT FROM ANY COMMUNICATIONS, MATERIALS OR INFORMATION PROVIDED THROUGH THE SERVICE, OR (c) ANY USER OF THE SERVICE.
15.4 SPOT DOES NOT REPRESENT OR WARRANT THAT (a) YOU WILL BE ABLE TO ACCESS OR USE THE SERVICE AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; (b) THAT OPERATION OF THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (c) YOUR USE OF THE SERVICE WILL MEET YOUR REQUIREMENTS; (d) DEFECTS IN THE OPERATION OF THE SERVICE WILL BE CORRECTED; OR (e) THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
15.5 YOU ACKNOWLEDGE AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER, MOBILE PHONE OR OTHER DEVICE OR ANY LOSS OF DATA RESULTING FROM DOWNLOADING OR OBTAINING SUCH MATERIAL.
Because some states or jurisdictions do not allow the disclaimer of implied warranties, the foregoing disclaimers may not apply to you.
Limitation of Liability; SOLE AND EXCLUSIVE REMEDY.
16.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SPOT, AND ITS AFFILIATES, LICENSORS AND BUSINESS PARTNERS (COLLECTIVELY, THE “RELATED PARTIES”), SHALL NOT BE LIABLE TO YOU, UNDER ANY CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY, FOR:
- ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, USE, DATA OR GOODWILL, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE SERVICE, EVEN IF SPOT OR THE RELATED PARTIES HAVE BEEN ADVISED OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES OR DAMAGES;
- THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY;
- THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE ANY MATERIALS, INFORMATION OR DATA MAINTAINED BY OR THROUGH YOUR USE OF THE SERVICE; OR
- PERSONAL INJURY OR DEATH ARISING FROM OR IN CONNECTION WITH YOUR PARTRICIPATION IN ANY ACTIVITY OR OTHER INTERACTION WITH ANOTHER USER OF THE SERVICE.
16.2 WITHOUT LIMITING THE FOREGOING, IN NO CASE SHALL THE LIABILITY OF SPOT OR ANY OF THE RELATED PARTIES EXCEED ONE HUNDRED DOLLARS ($100).
Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, the liability of SPOT and the Related Parties shall be limited to the fullest extent permitted by law.
17. Indemnification. You agree to defend, indemnify and hold SPOT and the Related Parties harmless from and against any and all claims, demands, liabilities damages and losses including, without limitation, reasonable attorneys’ fees, resulting from or arising out of (a) your use of the Service; or (b) your breach of this ToU or any other policies that SPOT may issue for the Service from time to time.
18. Governing Law; Jurisdiction. This ToU is governed by California law, without regard to conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You and SPOT agree that, except as otherwise provided in Section 19 below, the state and federal courts located in the County of Los Angeles, California will have exclusive jurisdiction of all disputes arising out of or related to this ToU or your use of the Site or the Service and agree to submit to the personal jurisdiction and venue of these courts. Notwithstanding the foregoing, SPOT shall be allowed to apply for equitable remedies (including injunctions) in any jurisdiction.
19. Binding Arbitration.
19.1 Arbitration Procedures.You and SPOT agree that, except as provided in Section 19.4 below, all disputes, controversies and claims related to this ToU (each a “Claim”), shall be finally and exclusively resolved by binding arbitration, which may be initiated by either party by sending a written notice requesting arbitration to the other party. Any election to arbitrate by one party shall be final and binding on the other. The arbitration will be conducted under the Streamlined Arbitration Rules and Procedures of JAMS that are in effect at the time the arbitration is initiated (the “JAMS Rules”) and under the terms set forth in this ToU. In the event of a conflict between the terms set forth in this Section 19 and the JAMS Rules, the terms in this Section 19 will control and prevail. Except as otherwise set forth in Section 19.4, you may seek any remedies available to you under federal, state or local laws in an arbitration action. As part of the arbitration, both you and SPOT will have the opportunity for discovery of non-privileged information that is relevant to the Claim. The arbitrator will provide a written statement of the arbitrator’s decision regarding the Claim, the award given and the arbitrator’s findings and conclusions on which the arbitrator’s decision is based. The determination of whether a Claim is subject to arbitration shall be governed by the Federal Arbitration Act and determined by a court rather than an arbitrator. Except as otherwise provided in this ToU, (a) you and SPOT may litigate in court to compel arbitration, stay proceedings pending arbitration, or confirm, modify, vacate or enter judgment on the award entered by the arbitrator; and (b) the arbitrator’s decision shall be final, binding on all parties and enforceable in any court that has jurisdiction, provided that any award may be challenged if the arbitrator fails to follow applicable law.
19.2 Location. The arbitration will take place in Los Angeles, California, unless the parties agree to video, phone or internet connection appearances.
19.3 Limitations. You and SPOT agree that any arbitration shall be limited to the Claim between SPOT and you individually. YOU AND SPOT AGREE THAT (a) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; (b) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY OR AS A PRIVATE ATTORNEY GENERAL; AND (c) NO ARBITRATION SHALL BE JOINED WITH ANY OTHER ARBITRATION.
19.4 Exceptions to Arbitration. You and SPOT agree that the following Claims are not subject to the above provisions concerning negotiations and binding arbitration: (a) any Claim seeking to enforce or protect, or concerning the validity of, any of SPOT’s intellectual property rights; (b) any Claim related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (c) any claim for equitable relief. In addition to the foregoing, either party may assert an individual action in small claims court for Claims that are within the scope of such court’s jurisdiction in lieu of arbitration.
19.5 Arbitration Fees. If you initiate arbitration for a Claim, you will need to pay the JAMS arbitration initiation fee. If we are initiating arbitration for a Claim, we will pay all costs charged by JAMS for initiating the arbitration. All other fees and costs of the arbitration will be charged pursuant to the JAMS Rules.
19.6 Severability. You and SPOT agree that if any portion of this Section 19 is found illegal or unenforceable (except any portion of Section 19.4), that portion shall be severed and the remainder of the section shall be given full force and effect. If Section 19.4 is found to be illegal or unenforceable then neither you nor SPOT will elect to arbitrate any Claim falling within that portion of Section 19.4 found to be illegal or unenforceable and such Claim shall be exclusively decided by a court of competent jurisdiction within the County of Los Angeles, California and you and SPOT agree to submit to the personal jurisdiction of that court.
20.1 ToU Revisions. This ToU may only be revised in a writing signed by SPOT, or published by SPOT on the Site and/or in the App.
20.2 No Partnership. You agree that no joint venture, partnership, employment, or agency relationship exists between you and SPOT as a result of this ToU or your use of the Service.
20.3 Assignment. SPOT may assign its rights under this ToU to any person or entity without your consent. The rights granted to you under this ToU may not be assigned without SPOT’s prior written consent, and any attempted unauthorized assignment by you shall be null and void.
20.4 Severability. If any part of this ToU is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of the ToU shall be given full force and effect.
20.5 Attorneys’ Fees. In the event any litigation or arbitration is brought by either party in connection with this ToU, except as otherwise provided in Section 19.5, the prevailing party shall be entitled to recover from the other party all the reasonable costs, attorneys’ fees and other expenses incurred by such prevailing party in the litigation.
20.6 No Waiver. Our failure to enforce any provision of this ToU shall in no way be construed to be a present or future waiver of such provision, nor in any way affect our right to enforce the same provision at a later time. An express waiver by SPOT of any provision, condition or requirement of this ToU shall not be understood as a waiver of your obligation to comply with the same provision, condition or requirement at a later time.
20.7 Notices. All notices given by you or required under this ToU shall be in writing and sent to feedback@SPOTtapp.io.
20.8 U.S. Government Rights. If you are, or are entering into this ToU on behalf of, any agency or instrumentality of the United States Government, all software provided by SPOT is “commercial computer software” and “commercial computer software documentation,” and pursuant to FAR 12.212 or DFARS 227.7202, and their successors, as applicable, use, reproduction, and disclosure of such software are governed by the terms of this ToU.
20.9 Export Administration. You must comply with all export laws and regulations of the United States or any other country (“Export Controls”) and you shall not export, direct or transfer any portion of the Service, or any direct product thereof, to any destination, person or entity restricted or prohibited by the Export Controls.
20.10 Equitable Remedies. You acknowledge and agree that SPOT would be irreparably damaged if the terms of this ToU were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this ToU, in addition to such other remedies as we may otherwise have available to us under applicable laws.
20.11 Entire Agreement. This ToU, including the documents referenced in this ToU, constitutes the entire agreement between you and SPOT with respect to the Service and supersedes any and all prior agreements between you and SPOT relating to the Service.