Terms

Terminology

The following terminology applies to these Terms and Conditions, including our Privacy Policy, and any or all Agreements between Us:

"Client", "User", "You" and "Your" refers to you, the person accessing this website and accepting these Terms and Conditions. In case the person accessing this website is doing so on behalf of an organization such as a business, municipality, company, or other group, "Client", "You" and "Your" refers to both you personally as well as the organization you are representing. Furthermore, by representing an organization, you affirm that you have the authority to enter into agreements on behalf of that organization. "Company", "Our", "Ourselves", "We" and "Us", refers to Sansei, Inc. "Party", "Parties", or "Us", refers to both the You and Ourselves when plural, or either You or Ourselves when singular. "Services" and "Products" refer to anything that We offer for You to use or consume, including Services which may be registered and/or accessed online but may also be accessed, at least in part, offline. "Properties", "Website", "Site", and "Portal" refer to content, software, applications, and Services accessed on or through any domain and subdomains related to the Properties.

Any use of the above terminology or other words in the singular, plural, capitalization and/or he/she or they, are taken as interchangeable if not otherwise defined separately and therefore as referring to same.

Summary

These Terms and Conditions govern the use of Our Properties for any purpose, including but not limited to browsing, using Our software or applications, purchasing physical products, registering for Services that may be accessed offline or otherwise, and sharing information or content with Us, in accordance with and subject to prevailing law.

Privacy Statement

Our Privacy Policy can be found on the Privacy Policy Page and is hereby incorporated herein by reference in its entirety.

Disclaimer, Exclusions and Limitations

The information on the Properties is provided on an "as is" basis. To the fullest extent permitted by law, We: (a) exclude all representations and warranties relating to the Properties and its contents or which is or may be provided by any affiliates or any other third party, including in relation to any inaccuracies or omissions contained in the Properties and/or Our literature; and, (b) excludes all liability for damages arising out of or in connection with Your use of the Properties and Our Services. This includes, without limitation, direct loss, loss of business or profits (whether or not the loss of such profits was foreseeable, whether or not it arose in the normal course of things, and whether or not You have advised Us of the possibility of such potential loss), damage caused to Your computer, computer software, systems and programs and the data thereon or any other direct or indirect, consequential and incidental damages. The above exclusions and limitations apply only to the extent permitted by law.

From time to time, We may offer Services which are being tested and not fully developed ("Beta Services") to You. You acknowledge that any Beta Services are in development and the Service may encounter bugs, data inaccuracies, or generally be non-functioning at various times. Due to these limitations, We do not make any representation or warranty to You about the accuracy or completeness of any of the Beta Services. Further, the Beta Services are provided "as is" and We hereby disclaim any representations or warranties, express, implied, statutory, or otherwise, regarding the Beta Services or the functionality, performance or results of use thereof, including any warranties of merchantability, fitness for a particular purpose, accuracy, system integration, or arising from course of dealing or course of performance. Further, We make no warranty that the Beta Services will be uninterrupted or error-free, achieve the intended results, meet Your requirements or fulfill any of Your specific purposes or needs. Accordingly, You expressly acknowledge and agree that the Beta Services (a) are under development and is a pre-release version that may contain errors or other bugs and may not work correctly, (b) may change substantially prior to the commercial release and therefore programs that use or run with the Beta Services may not work with the commercial release or subsequent releases, and/or (c) may not be developed for commercial release at all. Therefore, You are solely responsible for determining the appropriateness of using the Beta Services.

IN NO EVENT WILL WE BE LIABLE TO YOU FOR ANY LOST PROFITS OR FOR ANY SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING FROM OR IN CONNECTION WITH ANY MATERIALS PROVIDED HEREUNDER, THE PROPERTIES, THE SERVICES, THE BETA SERVICES (WHETHER FROM BREACH OF CONTRACT OR WARRANTY, NEGLIGENCE, STRICT LIABILITY OR OTHER CAUSE OF ACTION), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL OUR TOTAL, CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THIS AGREEMENT EXCEED $10.00.

User Account

In order to access and use certain sections and features of the Properties, You must first register and create an account ("User Account"). You can register on Your own, on behalf of Your employer, Your organization, or pursuant to an invitation to join an employer's or organization's team. When You join a team, the team's management can set roles for You that limit your ability to perform certain actions on our platform. They can also suspend or terminate Your access.

The person who registers the organization is designated as a "Superadmin" for that organization, which provides full access to data stored on the Properties related to such account, including data shared with You by other individuals. The Superadmin can grant access to other individuals within their organization. You acknowledge that only the Superadmin, or others designated as such by the Superadmin, will be responsible for whom, within their organization, has access to the organization's data on the Properties. You alone are independently responsible for determining who is granted access to Your account, as well as for removing access from individuals who should no longer have access to such data. If the Superadmin leaves the organization without delegating full access authority to anyone else, We may accept alternative means to transfer Superadmin access, such as a notarized letter on employer letterhead requesting that the Superadmin be changed to someone else.

If You represent an employer or organization, You may invite others to join Your team. You are responsible for the activities of all users ("Users") who access or use the Services through Your account, or otherwise, and You agree to ensure that any such Users will comply with the terms contained herein. We assume no responsibility or liability for violations. If You become aware of any violation of the terms contained herein in connection with use of the Services by any person, please contact us immediately. We may investigate any complaints and violations that come to Our attention and may take any (or no) action that We believe is appropriate, including, but not limited to issuing warnings, removing the content or terminating accounts and/or User profiles. Under no circumstances will We be liable in any way for any data or other content viewed while using the Services or Properties, including, but not limited to, any errors or omissions in any such data or content, or any loss or damage of any kind incurred as a result of the use of, access to, or denial of access to any data or content.

We strongly encourage You to keep the log-in credentials of Your User Account confidential as You will be solely and fully responsible for all activities that occur under Your User Account, or otherwise, whether or not specifically authorized by You, and for any damages, expenses or losses that may result from such activities.

You must provide accurate and complete information when registering Your User Account and using the Services, to which You are the sole and exclusive rights holder. In case of a dispute on User Account ownership, We reserve the right to determine ownership to a User Account based on our sole judgment, whether or not an independent investigation has been conducted by Us. We will consider the owner of a User Account, created and/or uploaded to the relevant Service, as the person or entity who has access and control of the User Account. It is the sole obligation of owner of the User Account to update any authorizations and credentials should the account ownership change for any reason.

Services

We provide Services which enable: (i) businesses and individuals to order and receive employment screening, drug testing, DNA testing, background check, occupational health, and other items; (ii) people and organizations to build and publish custom websites for business purposes; and (iii) any other Product and/or Service offered on the Properties today and/or in the future. In addition, any future Services offered through the Properties shall be subject to these Terms and Conditions as well.

Consent and Authorization

You agree as a condition of ordering any testing Services provided by Us for another individual, other than yourself, to obtain written consent to testing and authorization for release of test results to Us, the User and/or You. This applies to each and every individual for whom Users order testing Services from Us. The consent for testing and authorization for release of results shall be provided by User(s) in either electronic, or paper form upon request, and shall be obtained by User(s) prior to that individual being sent for testing. Such consent and authorization shall be obtained from the individual using a waiver that identifies Us as the representative of You, and which contains the individual's authorization to obtain the results of the individual's results, such as drug test results or occupational health testing results, in physical or electronic form, and sharing of those test results with Us prior to releasing the results to the individual. The waiver shall provide the individual's agreement to release, indemnify and hold Us harmless from any responsibility or damages related to transmittal of results for any testing performed pursuant to these Terms and Conditions.

There are a variety of state and federal laws that require You to have a legally permissible purpose of requesting the Services and may require you to perform additional steps in order to ensure that you have a legally permissible purpose and comply with such laws. If You have any questions about this then you should consult an attorney as We cannot provide you legal guidance or advice.

Regarding employment screening, drug testing, background check, occupational health, and other checks and/or tests, while everyone hopes that the hiring will go smoothly, these could reveal adverse information that is incompatible with the position You are hiring for. In these cases, You may choose to deny employment, continuing employment and/or a promotion.

However, when such situation arises, You, cannot simply revoke an offer without notice. Instead, you must follow a predefined adverse action process.

What is Adverse Action?

When using background checks, an adverse action is any action You, as an employer and/or representative of an employer, take (based on the information revealed in a pre-employment background check), which adversely affects an applicant's employment potential with Your company. Examples of such adverse actions include denying a candidate's employment application altogether or offering a candidate a lesser position.

The Fair Credit Reporting Act (FCRA) has established a set of procedures that You must follow if an adverse action is taken against an applicant. The below is meant for guidance only and should not be relied upon. You must consult your own counsel regarding the proper procedures to follow.

Step 1. Pre-Adverse Action

If a pre-employment background check uncovers information that leads You to decline a job applicant employment, You must provide the applicant with a written notice, which is a pre-adverse action letter. This pre-adverse action letter can be delivered either electronically or in a hard copy form.

The purpose of this correspondence is to inform the applicant that they are not being hired for the position they applied for because of information discovered in a background check. In addition to this letter, the candidate must be provided with a copy of the background check along with a copy of the "A Summary of Your Rights Under the Fair Credit Reporting Act" form currently found at http://files.consumerfinance.gov/.

Upon receipt of such correspondence, a candidate has the right to ensure their information on the background check is correct and contest any inaccurate data.

Step 2. Waiting Period

The FCRA requires that You must wait "a reasonable amount of time" before sending an official adverse action letter to the applicant. There is no official guidance on timing, but seven (7) days should be considered a reasonable amount of time to ensure that the applicant has enough time to dispute any discrepancies found in the report.

Step 3. The Adverse Action Notice

If, after the candidate has issued a response to the pre-adverse action letter and requested necessary corrections to their background check document, or if they fail to provide a response, and You still decide to not hire a candidate based on the contents of a background check, then an official adverse action notice, which explains such decision must be issued. This notice can be delivered electronically or as a hard copy.

This Adverse Action Notice must:

• Provide notice of the adverse action to the consumer.
• Include a notice of the right to dispute the accuracy or completeness of the findings in the background check directly with the credit reporting agency ("CRA") that performed it. If you used Our Services to make this determination, then the CRA is Us and/or one of our service providers as disclosed to You.
• Provide the candidate with contact information for the CRA that prepared the report. If you used Our Services to make this determination, then the CRA is Us and/or one of our service providers as disclosed to You.
• Inform the candidate that the background check results are disposed of securely through means such as shredding and/or erasing digital copies permanently.

Drug Testing Services:

We will provide or arrange for specimen collection Services as ordered. Lab-based drug testing Services also may include laboratory analysis. Instant drug testing Services do not necessarily include lab analysis unless non-negative. Medical review officer ("MRO") review of results is included with all drug tests except on-site instant testing where permitted by state law. The MRO may contact a candidate to discuss the results and may or may not share the details of such interactions with You.

DNA Tests:

We will provide or arrange for specimen collection Services as ordered. DNA tests include lab analysis of specimens and statistical analysis of results.

DNA Tests in New York State

The following regulations apply to any DNA tests in New York State only:

A physician's prescription is required for a DNA test in the State of New York. Non-legal DNA testing is not available in the State of New York. Additional lab fees per person must be paid directly to the laboratory that processes the test.

Background Checks

If You order a background check on the Properties, We require that You provide evidence that the people You want to screen have authorized You to do so. We will provide an electronic waiver that they can electronically sign and return to Us along with their photo ID. Unless We agree otherwise in special circumstances, this signed waiver plus a copy of their government issued photo ID is required before We will run the background check.

Occupational Health

We provide a mechanism to set up occupational health services, such as physicals, vaccines, wellness services, and lab tests, at third party providers. Our role is one of technology connector, allowing businesses to request individuals to obtain necessary Services and to receive the results of those Services. We do not directly provide any medical Services nor interpret results of such Services. Occupational health lab tests set up through our Properties are provided by outside laboratories and/or clinics and are not provided in any manner by Us.

If You have questions about the results of a medical service or laboratory test, You should follow up with the clinician that provided the service or ordered the lab test.

Our occupational health Services are strictly for use in employment settings and, accordingly, may not be used by individuals seeking to get medical services for themselves. In cases in which occupational testing results, such as lab tests, show results that are out of the normal range for the specified test, You agree to promptly notify the person who took the test (e.g., your employee or job applicant) to follow up with their primary care provider.

Independent Contractor Status

We will provide Services pursuant to these Terms and Conditions and shall function at all times as independent contractors to You and not as employees, agents or representatives of You.

Availability

Direct to consumer drug testing Services are unavailable to Maryland residents. Any tests or Services on our Properties that are prohibited by law in the state in which You wish to arrange for the test or Service are unavailable to You. You are solely responsible for evaluating the fitness for a particular purpose of any downloads, programs and text available through the Properties. Redistribution or republication of any part of the Properties or its content is prohibited, including such by framing or other similar or any other means, without the express written consent of Us. We do not warrant that the Services will be uninterrupted, timely or error free.

Payment, Cancellation and Returns Policy

Services ordered are billable at the rates that are listed on Properties. We shall have the right to offer the Services in alternative price plans and impose different restrictions on the use of the Services.

The use of certain Services may be subject to payment of particular fees, as determined by Us in our sole discretion ("Paid Services" and "Fee(s)", respectively). We will provide notice of such Fees then in effect in relation to such Services on the Properties. If You wish to receive or use such Paid Services, You are required to pay all applicable Fees.

We reserve the right to change our Fees at any time. If You received a discount or other promotional offer, We shall have the right to automatically and without notice renew Your subscription to such Service(s) at the full applicable Fee.

All Fees shall be deemed to be in U.S. Dollars, except as specifically stated otherwise in writing by Us. To the extent permitted by law (and unless specified otherwise by Us in writing), all Fees are exclusive of all taxes (including value added tax, sales tax, goods and services tax, etc.), levies or duties imposed by taxing authorities ("Taxes"), and You shall be responsible for payment of all applicable Taxes relating to Your use of the Services, or to any payments or purchases made by You. If We are obligated to collect or pay Taxes for the Fees payable by You, and whether or not such Taxes were added and collected from You for previous transactions, such Taxes may be added to the payment of any outstanding Fees and will be reflected in the Invoice for such transaction. We recommend that You verify the existence of any additional fees You may be charged by third parties in connection with the purchase of Paid Services or in connection with the renewal thereof (such as international transaction fees, currency exchange fees or fees due to banks or credit card companies). We are not responsible for any such additional fees or costs.

As part of registering or submitting information to receive Paid Services, You also authorize Us to request and collect payment and Service Fees (or otherwise charge, refund or take any other billing actions) from Our payment provider or your designated banking account, and to make any inquiries We may consider necessary to validate Your designated payment account or financial information, in order to ensure prompt payment, including for the purpose of receiving updated payment details from Your payment, credit card or banking account provider (e.g., updated expiry date or card number as may be provided to Us by Your credit card company).

If not approved for payment terms, You must keep a credit card stored with Us to pay for Your Paid Services ("Stored Card"). You will be able to identify and/or update Your Stored Card when logged into Your account.

In order to ensure that you do not experience any interruption or loss of Services, our Paid Services may require automatic renewal. Such Paid Services will automatically renew upon the end of the applicable subscription period, for a renewal period equal in time to the original subscription period (excluding extended periods) and, unless otherwise notified to You, at the same price (subject to applicable Taxes changes and excluding any discount or other promotional offer provided for the first period) ("Renewing Paid Services"). For example, if the original subscription period for a Service is one month, each of its renewal periods (where applicable) will be for one month. Accordingly, where applicable, We will attempt to automatically charge You the applicable Fees using the Stored Card, within up-to two (2) weeks before such renewal period commences. In the event of failure to collect the Fees owed by You, we may in our sole discretion (but shall not be obligated to) retry to collect on a later time, and/or suspend or cancel Your User Account, without further notice. If your Renewing Paid Service is subject to a yearly or multiple-year subscription period, We will endeavor to provide You a notice prior to the renewal of such Paid Service at least thirty (30) days in advance of the renewal date.

By agreeing to these Terms and Conditions and by purchasing a Renewing Paid Service, You acknowledge and agree that the Renewing Paid Service shall automatically renew in accordance with the above terms. Some Paid Services may offer You an option to turn off automatic renewal. If You do so, You must initiate payments on Your own in order to ensure that there are no outstanding balances.

Notwithstanding anything to the contrary in the foregoing, You are and shall be solely responsible to verify and ensure the successful renewal of the Services You use (whether or not such Services are subject to automatic subscription renewals). Accordingly, You shall be solely responsible with respect to any discontinuation of any Services previously purchased by You, including due to a cancellation, failure to charge the applicable recurring Fees, failure to pay any Fees pursuant to a credit arrangement with Us or due to any Services not being subject to automatic subscription renewals. You acknowledge and agree that You shall not have any claims against Us in relation to the discontinuation of any Services for whatever reason.

Your obligations to pay for testing Services arise upon the execution of an order, which can be placed electronically on the Properties, telephonically by calling Us, or by email transmission Us.

All major credit/debit cards are generally acceptable methods of payment. Our payment terms are payment in full upon the ordering of a Service. All goods remain the Our property until paid for in full. Businesses may apply for credit accounts. If approved, payments must be made within the credit period approved by Us. Failure to do so may result in termination or suspension of Your account. There are no refunds once payment is made.

If, at any time, We record a decline, chargeback or other rejection of a charge of any payable Fees on Your account ("Chargeback") or You fail to pay within any agreed upon terms, this will be considered as a breach of Your payment obligations hereunder, and Your use of the Services may be automatically disabled or terminated.

In the event a Chargeback is performed and/or You fail to pay within a credit period offered to You, Your User Account may be blocked without the option to re-purchase or re-use it, and any data contained in such User Account, including any domains, applications and Third-Party Services may be subject to cancellation and/or data loss.

Your use of the Services will not resume until you re-subscribe for any such Services, and pay any applicable Fees in full, including any fees and expenses incurred by Us and/or any Third-Party Services for each Chargeback received (including Fees for Services provided prior to the Chargeback, handling and processing charges and Fees incurred by the payment processor).

If You have any questions or concerns regarding a payment made to Us, we encourage You to first contact Us before filing a Chargeback or reversal of payment, in order to prevent the Services from being cancelled and Your User Account being blocked, and to avoid the filing of an unwarranted or erroneous Chargeback, which may result in Your being liable for applicable Fees, in addition to re-payment of all the Fees applicable to the Services purchased (and charged-back) by You.

We reserve the right to dispute any Chargeback received, including by providing the relevant credit card company or financial institution with any information and documentation proving that the User responsible for such Chargeback did in fact authorize the transaction and make use of the Services rendered thereafter.

Additional charges may accrue when an on-site testing Services are ordered if certain overages occur. Overages include, but are not limited to,: (a) mileage over 50 miles roundtrip, (b) wait time beyond 30 minutes; (c) when additional tests are required on-site, such as additional people to test, a breath alcohol test (BAT) confirmation for non-negative screening (billed as a second BAT), or a second chain of custody is required (billed as a second drug test).

Timeframe for Results

We make commercially reasonable efforts to provide estimated timeframes for results; however, as much as We wish We could, We never guarantee timeframes for results under any circumstances.

Indemnification and Hold Harmless

You shall indemnify, defend and save harmless Us and Our officers, directors, employees and agents, from and against all liability, loss, cost or expense (including attorney's fees) by reason of liability is imposed upon Us, arising out of or related to the use of the Properties and/or Services, whether caused by, or contributed to by, Us or any other party indemnified herein, including losses arising from third party claims brought against Us for bodily injury, economic or reputational harm, emotional or psychological injuries or damage to real or tangible personal property arising from Services ordered.

Exclusion of Damages

WE WILL NOT HAVE ANY OBLIGATION FOR: (I) CONSEQUENTIAL, PUNITIVE, INCIDENTAL, INDIRECT OR REPUTATIONAL DAMAGES; (II) PROFIT, DATA OR REVENUE LOSS; OR (III) CAPITAL, REPLACEMENT OR INCREASED OPERATING COSTS.

Copyright Notice

The full content of the Properties is copyrighted, including but not limited to all text, logos, graphics, infographics, and user submitted material. We own the copyrights to all material on the Properties. For avoidance of doubt, You may not copy, reproduce, or otherwise duplicate any content on the Properties for any reason whatsoever without Our express written permission.

Trademarks

Any reproduction, use, or imitation of any logo, or any use of the phrases owned by Us, without prior written consent, is strictly prohibited.

User Submitted Content

You confirm You own all rights in and to any content uploaded or provided by You, or imported, copied or uploaded by Services for You ("User Content"), including any designs, images, animations, videos, audio files, fonts, logos, code, illustrations, compositions, artworks, interfaces, usernames, information you provide for the purpose of creating a subdomain name, text, literary works and any other materials ("Content"), or otherwise have (and will continue to have) the full power, title, licenses, consents and authority, in and to the User Content, as necessary to legally access to, import, copy, use, publish, transfer or license such User Content, by You and Us or any of our affiliate. You have (and will maintain) the full power, title, licenses, consents and authority to allow Us to access any websites, web pages and/or other online services, for the purpose of importing, copying, displaying, uploading, transmitting and/or otherwise using, Your User Content. You have obtained all consents and permissions required under all applicable laws, regarding the posting, transmission and publication of any personal information and/or image or likeness of any person, entity or property which is part of the User Content, and You will adhere to all laws applicable thereto.

We also may provide opportunities for You to submit content to Us, such as commenting on our blog articles, reviewing our Products, and submitting guest blog posts. If such content is submitted by You, You hereby grant Us a perpetual worldwide license to use that content for any purpose, including making it publicly available on Our Properties and sharing it with third parties. User submitted content is not considered confidential. Furthermore, We are not obligated to compensate You in any way for Your user submitted content. If You wish to have Your own user submitted content removed from Our site after You have submitted it, You may contact Us to make that request, and it will generally be honored in an expeditious manner.

If You provide Us with any suggestions, comments or other feedback relating to the Services (whether existing, suggested or contemplated), which is or may be subject to any Intellectual Property rights ("Feedback"), such Feedback shall be exclusively owned by Us. By providing such Feedback to Us, You acknowledge and agree that it may be used by Us in order to: (i) further develop, customize and improve the Services, (ii) provide ongoing assistance and technical support, (iii) contact You with general or personalized notices and/or interview requests based on Your feedback or otherwise, (iv) facilitate, sponsor and offer certain promotions, and monitor performance, (v) to create aggregated statistical data and other aggregated and/or inferred information, which We may use to provide and improve our Services, (vi) to enhance data security and fraud prevention capabilities, and (vii) to comply with any applicable laws and regulations. In addition, You (1) represent and warrant that such Feedback is accurate, complete, and does not infringe on any third party rights; (2) irrevocably assign to Us any right, title and interest You may have in such Feedback and (3) explicitly and irrevocably waive any and all claims relating to any past, present or future moral rights, artists' rights, or any other similar rights worldwide in or to such Feedback.

If You are an individual who is the subject of any Services provided on the Properties than you authorize Us to release the results of any such Services to the person and/or entity that requested such Services.

Intellectual Property

All rights, title and interest in and to the Properties and Services, including any and all copyrightable materials or any other content thereof which is or may be subject to any intellectual property rights under any applicable law (including any artwork, graphics, images, website templates and widgets, literary work, source and object code, computer code (including html), applications, audio, music, video and other media, designs, animations, interfaces, documentation, derivatives and versions thereof, the "look and feel" of the Properties and/or Services, methods, products, algorithms, data, interactive features and objects, advertising and acquisition tools and methods, inventions, trade secrets, logos, domains, customized URLs, trademarks, service marks, trade names and other proprietary identifiers, whether or not registered and/or capable of being registered (collectively, "Intellectual Property"), and any derivations thereof, are owned by and/or licensed to Us.

These Terms and Conditions do not convey any right or interest in or to Our Intellectual Property (or any part thereof), except only for the limited license expressly granted herein. Nothing in these Terms and Conditions constitutes an assignment or waiver of Our Intellectual Property rights under any law.

In addition to the above, certain creative content, such as fonts, images, or templates, may be made available to You within the Properties and/or Services that are licensed to Us by a third-party provider; You alone are therefore subject to additional license terms of any such provider.

Force Majeure

We shall not be liable to You for any failure to perform any obligation under any Agreement which is due to an event beyond Our control including but not limited to any Act of God, terrorism, war, Political insurgence, insurrection, riot, civil unrest, act of civil or military authority, uprising, earthquake, flood or any other natural or manmade eventuality outside of Our control, which causes the termination of an agreement or contract entered into, nor which could have been reasonably foreseen.

Waiver

Failure of Us to insist upon strict performance of any provision of these Terms and Conditions or any Agreement or the failure of Us to exercise any right or remedy to which We are entitled hereunder shall not constitute a waiver thereof and shall not cause a diminution of Our obligations hereunder. No waiver of any of the provisions of these Terms and Conditions or any Agreement shall be effective unless it is expressly stated to be such and signed by Us.

General

This Agreement and the use of Our Properties and/or Services shall be governed by and construed in accordance with the laws of the State of New York, without reference to principles of conflicts of law. By accessing Our Properties and using our Services or Products, You consent to these Terms and Conditions and to the exclusive jurisdiction of the New York courts in all disputes arising out of such access. In the event that any provision of these Terms and Conditions is found to be void or unenforceable, the remaining provisions of it shall nevertheless be binding upon You hereto with the same effect as though the void or unenforceable provision had been severed and deleted. These Terms and Conditions is not intended and shall not be construed to confer any benefit on any person who is not a Party hereto. You shall not assign or transfer its rights, duties, or obligations under these Terms and Conditions without Our prior written consent. These Terms and Conditions shall be binding upon and shall inure to the benefit Us and Our successors, permitted assigns and legal representatives.

Arbitration and Class Action Waiver

You agree to submit to mandatory binding arbitration any and all claims arising out of or related the terms contained herein (collectively, "Arbitrable Claims"). Further, to the fullest extent permitted by law, You agree that no class or collective actions can be asserted in arbitration or otherwise. All claims, whether in arbitration or otherwise, must be brought solely in Your individual capacity, and not as a plaintiff or class member in any purported class or collective proceeding.

Attorneys' Fees

If any action at law or in equity, arbitration or other proceeding is brought for the enforcement or interpretation of the terms herein by Us against You, or because of an alleged breach of the provisions of the terms herein, or in any way arising out of the transactions contemplated by the terms herein, whether sounding in tort or contract or otherwise, We are entitled to recover reasonable attorneys' fees and other costs incurred in connection with such action, arbitration or other proceeding (including, but not limited to, expenses and costs of investigation, witness fees and travel), in addition to any other relief to which we may be entitled.

Communication

GLASS™ is a New York USA Corporation. We can be contacted: (i) via email at: contact@glass.fm or; (ii) at: 888-727-9648; (iii) or at:

GLASS™
155 Water Street, Suite 503
Brooklyn, NY 11201

Prevailing Agreement

These Terms and Conditions and lined Privacy Policy represent the entire agreement and understanding between Us with respect to the subject matter. Any waiver of any right under these Terms and Conditions, and any amendment, must be signed in a separate document signed by Us. In the event of any conflict between the provisions of these Terms and Conditions and the provisions of a separately signed agreement entered into between Us, the provisions of these Terms and Conditions will prevail unless the separate agreement specifically identifies the conflict and specifies that it prevails. Any separate agreement signed by Us prior to the Date of Last Modification on this page is subordinate to the most recent Terms and Conditions. In any event, the validity of provisions of these Terms and Conditions which are not in conflict with such separate agreements will not be affected.

Term and Termination

These Terms and Conditions will remain in effect on an "evergreen" basis. However, We reserve the right to amend, modify, vary, supplement, or otherwise change these Terms and Conditions from time to time as We see fit. Your continued use of the Properties and our Services will signify your acceptance of any changes.