Terms of Service

Terms of Service

 

Last Revised: April 8, 2022

 

PLEASE READ THESE TERMS OF SERVICE (“TERMS OF SERVICE”) CAREFULLY BEFORE PURCHASING, ACCESSING, OR USING THE SERVICES (AS DEFINED BELOW) OFFERED BY ARO TECHNOLOGY, INC., A DELAWARE CORPORATION (“US”, “WE”, “OUR”, OR “ARO”).  THESE TERMS OF SERVICE COVER IMPORTANT INFORMATION ABOUT THE SERVICES PROVIDED TO YOU AND ANY CHARGES OR AMOUNTS WE MAY BILL YOU FOR OUR SERVICES (INCLUDING MEMBERSHIP TO OUR PLATFORM).  THESE TERMS OF SERVICE INCLUDE INFORMATION ABOUT FUTURE CHANGES TO THESE TERMS OF SERVICE AND AUTOMATIC RENEWALS OF MEMBERSHIP FEES (AS DEFINED BELOW).

 

THESE TERMS OF SERVICE, TOGETHER WITH OUR TERMS OF SALE AND PRIVACY POLICY (COLLECTIVELY, “POLICIES"), CREATE THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF OUR PRODUCTS (INCLUDING THE SOFTWARE EMBEDDED WITHIN OUR PRODUCTS, SUCH AS THE ARO BOX), MEMBERSHIP/SUBSCRIPTION TO OUR PLATFORM (AS DEFINED BELOW) (“MEMBERSHIP”), AND THE SERVICES, CONTENT, FEATURES, WEBSITES, OR APPLICATIONS OFFERED BY US FROM TIME TO TIME (COLLECTIVELY, “SERVICES”).

 

“YOU” AND “YOUR” REFER TO THE PERSON ACCESSING OR USING OUR SERVICES, OR IF YOU CREATE AN ACCOUNT ON BEHALF OF AN EMPLOYER, COMPANY, ORGANIZATION, OR OTHER ENTITY, THEN (I) ALL REFERENCES TO “YOU” INCLUDE YOU AND THAT ENTITY, (II) YOU REPRESENT AND WARRANT THAT YOU ARE AN AUTHORIZED REPRESENTATIVE OF THE ENTITY WITH THE AUTHORITY TO BIND THE ENTITY TO THESE TERMS OF SERVICE AND OUR OTHER POLICIES, AND (III) YOU AGREE TO THESE TERMS OF SERVICE AND OTHER POLICIES ON THE ENTITY’S BEHALF.

 

BY ACCESSING OR USING OUR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND OUR OTHER POLICIES, INCLUDING OUR PRIVACY POLICY, WHICH IS HEREBY INCORPORATED BY REFERENCE.  If you do not agree to THESE TERMS OF SERVICE or our other Policies, you ARE NOT AUTHORIZED TO ACCESS OR USE OUR SERVICES.

 

BY ACCESSING OR USING OUR SERVICES, YOU represent and warrant that you are at least 13 years of age, provided that if you are under the legal age to form a binding contract in your jurisdiction, your use of the Services is subject to requirements of parental consent, in which case (i) your parent or legal guardian is considered the user under this Agreement and is responsible for any and all activity; and (ii) you represent that your parent or legal guardian has reviewed and agreed to thESE TERMS OF SERVICE AND OUR OTHER POLICIES.

 

If you are under age 13, you may not, under any circumstances or for any reason, use OUR Services.  We may, in our sole discretion, refuse to offer OUR Services to any person or entity and change its eligibility criteria at any time.  The right to access OUR Services is revoked where THESE TERMS OF SERVICE or use of OUR Services is prohibited or to the extent offering, sale, or provision of OUR Services conflicts with any applicable law.

 

We may periodically supplement, modify, or revise THESE TERMS OF SERVICE or any of OUR other Policies, in our sole discretion, the date of such modifications will be evidenced by the “Last Revised” designation at the top of thESE TERMS OF SERVICE.

 

If you have any questions regarding these Terms of Service or our other Policies, you can contact us at support@goaro.com.

 

  1. Introduction.

 

Well, now that that is out of the way, let us introduce ourselves.  We are Aro, and our mission is to help people experience life, uninterrupted! 

 

To accomplish this mission, we offer Products (as defined in our Terms of Sale), Services, and technologies allowing our users (“Users”) to engage the life that’s in front of them by setting goals, building habits, and tracking improvements through our digital platform (“Platform”). 

 

  1. Services.

 

Our Services allow Users to track, manage, and share personal growth, time management, and wellness related information collected using our Products, including the Aro Box.  We may change our Services over time.  For instance, we may suspend or discontinue any part of our Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of our Services.  

 

We may establish policies and practices concerning the use of our Services, including policies that may delete or remove features, functionality, Content (as defined below), or data, in our sole discretion.  Our Services will not be available to temporarily or permanently suspended Users or Accounts.  We reserve the right to refuse your access to our Services or terminate your Membership or Account (as defined below).

 

Our Services are for personal use only and may not be used in connection with any commercial ventures except those that are specifically approved by us in writing.  Notwithstanding the generality of the foregoing, the following activities are expressly prohibited:

 

  • attempting to avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by us or any of our providers or third-parties (including another User) to protect our Services;
  • using our Services in a manner that degrades the operation, speed, or reliability of our Services or any underlying hardware, software, or other technologies thereof, including accessing, tampering with, or using non-public areas of our Products or Services, our computer systems, or the technical delivery systems of us or our providers, as determined by us in our sole discretion;
  • engaging in any web scraping or other data extraction methods, or attempting to probe, scan, or test the vulnerability of our systems, networks, or breach security or authentication measures;
  • collecting usernames and/or email addresses of Users by electronic or other means including for the purpose of sending unsolicited email or other communications;
  • attempting to decipher, decompile, disassemble, or reverse engineer any of our Products, technologies, or software used to provide our Services;
  • collecting, storing, or transmitting any personally identifiable information from our Users without their express permission; and
  • any use of our Products or Services which is unlawful or in violation of these Terms of Service or our other Policies.

 

Our Services contain software, graphics, images, text (including articles and recommendations), video, audio, data and other materials, including User Content (as defined below) (collectively, “Content”).  The Content may be owned by us or provided through an arrangement we have with others, including our partners, sponsors, affiliates, and other Users.  The Content is protected by intellectual property rights, including copyright under both United States and other laws.  Other than the limited license granted below and your rights in User Content, you have no rights in or to our Services or Content, and you may not use our Services or Content except as permitted by these Terms of Service, our other Policies, and the terms of your Membership.  You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, make a derivative version of, distribute, or otherwise use our Services or Content for any public or commercial purpose, or in any way that violates the rights of any third-party (including other Users).

 

Subject to the terms and conditions of these Terms of Service, our other Policies, and the terms of your Membership (e.g., the subscription period), we grant to you a worldwide, non-exclusive, non-sublicensable, and non-transferable limited license to (i) access and use our Services, Content, and the technologies, software, and applications (e.g., our Platform) made available through our Services and (ii) use the technologies or software embedded within our Products, including the Aro Box, in each case solely for the purpose of using our Services.  Any other use, reproduction, modification, distribution, or storage is expressly prohibited.

 

Our Services may include links, Content, and data from third parties.  Such third-party products, links, Content, and services are provided “AS IS” without indemnification, support, or warranty of any kind, and these Terms of Service do not apply to your use of any such third-party materials.  Third-party products, links, Content, and services are provided solely as a convenience to you, are not an endorsement by us and may be subject to separate legal terms and conditions between you and such third parties.  You are responsible for evaluating whether you want to access or use such third-party materials.

 

  1. Account Registration and Management.

 

To access and use our Services and Membership to our Platform, you must subscribe and timely pay any applicable subscription fees (“Membership Fees”) and create a Membership account (“Account”).  We may provide various subscription levels for Membership (e.g., family, individual, monthly, annual), which may have access to different Content, functions, or features related to our Services and be subject to various Membership Fees.  In registering and creating an Account you must provide true, accurate, and complete information.  You must keep your Account information current and updated.  You may not assign or otherwise transfer your Account or Membership to any other individual or entity without our prior written approval.

 

You are solely responsible for all activities that occur under your Account.  You must keep your Account information and password confidential and secure.  You may not use another person’s Account or Membership without our permission.  You agree to notify us immediately of any unauthorized use of your Account or any breach of Account security.  We are not responsible for any third-party access to your Account that results from theft or misappropriation of your Account.  We will not be liable for, and you shall indemnify us against, any losses arising from your failure to comply with these Terms of Service, our other Policies, or applicable law.

 

  1. Payment Terms.

 

              Upon purchasing (including any renewals) our Products or Membership to our Platform, you agree to pay the Membership Fees associated with your Membership, which may be established when submitting an Order (as defined in our Terms of Sale) or upon later registration or activation of your Membership or Account.  Any payment terms presented to you in the process of obtaining your Membership are deemed part of these Terms of Service and are incorporated herein by reference.

 

We may collect payments of Membership Fees from you directly or through a third-party payment processor, which may bill you through a payment account selected by you at checkout or linked to your Account.  Any payment processing by a third-party payment processor will be subject to the terms, conditions, and policies of such payment processor in addition to these Terms of Service and our other Policies.

 

By providing a credit card or other acceptable payment method, you represent and warrant that you are authorized to use the designated payment method and you authorize us (or our designated payment processor) to charge your payment method for the Membership Fees.  If your payment method cannot be verified, is invalid, or is otherwise not acceptable, your Account may be suspended or cancelled.  If we do not receive payment from you, you agree to pay all amounts due upon demand.  We reserve the right to correct any errors or mistakes that we (or our third-party payment processor) make in the checkout process.

 

The Membership Fees and payment terms for your Membership may consist of recurring charges.  By choosing a recurring payment plan, you acknowledge that such Membership Fees have an initial and recurring payment feature, and you accept responsibility for all recurring charges prior to cancellation.

 

NOTWITHSTANDING THE FOREGOING, WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY, ANNUALLY), DEPENDING ON YOUR TERMS OF MEMBERSHIP WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE NOTICE THAT YOU HAVE TERMINATED YOUR MEMBERSHIP OR WISH TO CHANGE YOUR PAYMENT METHOD.  SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE COULD REASONABLY ACT TO UPDATE OR TERMINATE YOUR MEMBERSHIP.  YOU MAY TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD THROUGH THE ACCOUNT SETTINGS ASSOCIATED WITH YOUR ACCOUNT.

 

Your Membership will automatically extend for successive renewal periods.  For instance, if you have purchased a monthly Membership, your renewal period will be monthly or if you’ve selected an annual subscription, your Membership will renew on an annual basis, each at the then-current non-promotional rate associated with such level of Membership.  

 

You may change or terminate your Membership through the Account settings associated with your Account.  If you do not want to continue to be charged on a recurring basis, you must cancel or terminate your Membership before the end of the then-current period.  Your Membership cannot be terminated before the end of the period for which you have already paid, and except as expressly provided in these Terms of Service, we will not refund any amounts that you have already paid.  If you terminate your Membership, you may continue to use your Membership until the end of your then-current term and your Membership will not be renewed after your then-current term expires.

 

              YOU MUST PROVIDE CORRECT, CURRENT, AND COMPLETE INFORMATION FOR YOUR ACCOUNT.  YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE, AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD.  CHANGES TO SUCH INFORMATION CAN BE MADE THROUGH THE ACCOUNT SETTINGS ASSOCIATED WITH YOUR ACCOUNT.  IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY MEMBERSHIP FEES ASSOCIATED WITH YOUR ACCOUNT UNLESS YOU HAVE TERMINATED YOUR MEMBERSHIP PURSUANT TO THESE TERMS OF SERVICE.

 

  1. User Content.

 

              Our Services allow Users to submit or upload Content on the Platform, whether manually (e.g., submitting a response to an interaction with the Platform or Product, creating a bio, or uploading a profile picture) or automatically (e.g., engaging in an activity on the Platform or with the Product, such as placing a mobile device within the Aro Box for a duration of time) (each, “User Content”), which may be processed, transmitted, hosted, shared, or published through our Services.  We make no representation or warranty that User Content will be kept confidential or not otherwise be available to other Users or third-parties.  We may remove any Content and User Content without prior notice for any reason or no reason at all.

 

              You are solely responsible for any User Content you provide, transmit, submit, upload, or allow to be collected by us.  You represent and warrant that any User Content that you provide, transmit, submit, upload, or allow to be collected:

 

  • is accurate, complete, and in compliance with all applicable laws;
  • is yours or you have the necessary licenses, rights, consents, and permissions to use and authorize us to use all patent, trademark, trade secret, copyright or other proprietary rights in and to such User Content in the manner contemplated by the provision of our Services and these Terms of Service and our other Policies; and
  • you have the express specific, informed, and unambiguous consent, release, and/or permission from each and every identifiable individual person in the User Content to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the User Content in the manner contemplated by the provision of our Services and these Terms of Service.

 

By providing, transmitting, submitting, uploading, or allowing us to collect your User Content you hereby grant us a perpetual, worldwide, non-exclusive, royalty-free, sublicenseable, and transferable license to use, display, modify, aggregate, reproduce, distribute, prepare derivative works of, publish, and otherwise commercially exploit all or any portion of the User Content in connection with our provision of our Services, including for promoting and redistributing part or all of our Services (and derivative works thereof) in any media formats or media channels, and for informational and analytical purposes.

 

For the User Content that you provide, submit, upload, or allow us to collect, you agree that you have not and will not:

 

  • submit Content that is copyrighted, protected by trade secret or otherwise subject to third-party proprietary rights, unless you are the owner of such rights or have permission from their rightful owner to publish and to grant us the associated license rights;
  • publish falsehoods or misrepresentations that could damage us or any third-party;
  • submit Content that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially, or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate, as determined by us in our sole discretion;
  • post advertisements or solicitations of business; or
  • impersonate another person.

 

For the avoidance of doubt, we reserve the right to determine whether Content is appropriate and complies with these Terms of Service or our other Polices. 

 

  1. Infringement Policy.

 

We respect the intellectual property rights of others and require our Users to do the same.  We do not permit infringement of intellectual property rights in connection with our Services, and we will remove all Content if we are properly notified (and we agree) that such Content infringes on another’s intellectual property rights.  

 

Although we are under no obligation to do so, we will make reasonable efforts to investigate notices of alleged infringement or violations of intellectual property laws and take actions regarding such infringement where applicable.  If you believe your work has been copied in a way that constitutes infringement or your intellectual property rights have been violated, then you may submit a notification pursuant to the Digital Millennium Copyright Act, by providing us with the following information:

 

  • confirmation you are the owner or are authorized to represent the owner of the intellectual property;
  • identification of your work;
  • identification of the infringing Content; and
  • a statement that you believe the use of the Content is not authorized.

 

If your Content is removed due to infringement and you believe it is not infringing, please provide us with the following information:

 

  • confirmation you are the owner or authorized to represent the owner of the intellectual property;
  • identification and description of removed Content;
  • statement regarding ownership of the intellectual property; and
  • your contact information.

 

We will endeavor to resolve notices within 14 business days and will provide the complaining party an opportunity respond.  Please contact Us by email at support@goaro.com (Subject line: Takedown Request) or through mail at: Aro Technology, Inc., Attn: Legal, 2450 E.J. Chapman Drive, Suite 108, Knoxville, Tennessee, 37996.

 

  1. Feedback.

 

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information about our Products, Platform, or Services (“Feedback”) provided to us by you is non-confidential.  We shall be entitled to the unrestricted use and dissemination of Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.  

 

  1. Intellectual Property.

 

We retain all rights to our intellectual property and the intellectual property licensed to us from third parties.  You agree you will not copy, modify, scrape, distribute, create derivative works of, or the like, or do or perform any other action on the Platform or using our Services, Content, or our intellectual property that you are exposed to through our Services that is not explicitly authorized by these Terms of Service or our other Policies.  Any use of our Services other than as specifically permitted in these Terms of Service or our other Policies is strictly prohibited.  All goodwill generated from the use of our intellectual property (including the Platform) will inure to our exclusive benefit.  We reserve any rights not expressly granted herein.  Other company, product, and service names and logos used and displayed on or through our Services may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to us.

 

  1. Third-Party Distribution Channels.

 

If you access or use our Services and Platform by downloading our application from the Apple Store, then you agree to use our Services and Platform only: (i) on Apple-branded devices that run iOS (Apple’s proprietary operating system); and (ii) as permitted by the “Usage Rules” set forth in Apple’s Terms of Service.  You further acknowledge and agree:

 

  • These Terms of Services are between you and us, and not with Apple, and that, as between us and Apple Inc. (“Apple”), we, are solely responsible for our Services.
  • Apple is not obligated to furnish any maintenance and support services with respect to our Services.
  • If our Services do not conform to any particular warranty (if any) you may notify Apple and Apple may refund the purchase price for our Services to you and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligations with respect to our Services or Platform.  Any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure of our Services to conform to any warranty will be our sole responsibility.
  • Apple is not responsible for addressing any claims you may have or any claims of any third-party relating to our Services or your access, use, or possession of our Services or Platform, including, but not limited to: (i) product liability claims; (ii) any claim that our Services fail to conform to any applicable legal or regulatory requirements; and (iii) claims arising under consumer protection or similar legislation.
  • If a third-party claims that our Services or your access, use, or possession of our Services infringes such third-party’s intellectual property rights, we will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim to the extent required by these Terms of Service.
  • You must also comply with all applicable third-party terms of service when using our Services.
  • You agree to comply with all U.S. and foreign export laws and regulations to ensure that neither our Services nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations.  By accessing, using, or possessing our Services you represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

 

Aro and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms of Service with respect to our Services and Platform, and that, upon your acceptance of the terms and conditions of these Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you with respect to our Services and Platform as a third-party beneficiary thereof.

 

  1. Indemnity.

 

You agree to release, defend, indemnify, and hold us and our subsidiaries, affiliates, directors, officers, agents, suppliers, employees, partners, licensors, and representatives (collectively, “Indemnities”) harmless from and against any losses, damages, liabilities, claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from (i) your User Content, (ii) your breach of these Terms of Service or our other Policies, (iii) your uploading of, access to, connection to, or use or misuse of the Content or our Services, or (iv) your violation of law.

 

We shall provide notice to you of any such action, claim, suit, or proceeding and shall assist you, at your expense, in defending any such action, claim, suit or proceeding.  We reserve the right to assume the exclusive defense and control of any matter which is subject to this section.  In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.

 

If you are a California resident, you hereby waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”  If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

 

  1. Disclaimer of Warranty.

 

OUR SERVICES, MEMBERSHIP TO OUR PLATFORM, AND ANY CONTENT THERETO ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF ANY KIND.  WE HEREBY DISCLAIM ANY AND ALL OTHER WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY (I) WARRANTY OF MERCHANTABILITY; (II) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (III) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD-PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE.

 

NEITHER WE NOR OUR INDEMNITEES SHALL BE SUBJECT TO LIABILITY FOR THE TRUTH, ACCURACY, OR COMPLETENESS OF ANY INFORMATION CONVEYED TO USERS OF OUR SERVICES (OR IN THE CONTENT) OR FOR ERRORS, MISTAKES, OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR INFORMATION STREAM FROM WHATEVER CAUSE.

 

WE MAKE NO WARRANTY THAT OUR SERVICES WILL BE AVAILABLE ERROR FREE OR THAT OUR SERVICES OR THE CONTENT THEREON ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES.  IF YOUR USE OF OUR SERVICES OR THE CONTENT THEREON RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, WE SHALL NOT BE RESPONSIBLE FOR THOSE COSTS.  YOU AGREE THAT YOUR ACCESS AND USE OF OUR SERVICES AND CONTENT IS AT YOUR OWN RISK.

 

  1. Disclaimers and Limitation on Liability

 

              We are not liable for (i) any User Content posted on our Platform or through the Services; (ii) interactions or communications that may arise between Users (if any); (iii) any losses that result through your use of our Services or Platform; or (iv) any of the third-party products, services, or Content that you may be provided or interact with in your access or use of the our Services.

 

IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGES INCLUDING DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES, LOST DATA, BUSINESS INTERRUPTION, OR DIMINUTION IN VALUE, ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE OUR SERVICES (INCLUDING MEMBERSHIP TO OUR PLATFORM), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, IN EXCESS OF ONE HUNDRED DOLLARS, REGARDLESS OF (I) WHETHER SUCH DAMAGES WERE FORESEEABLE, (II) WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND (III) THE LEGAL OR EQUITABLE THEORY UPON WHICH THE CLAIM IS BASED.

 

Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you.  IN SUCH STATES, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

 

IF YOU ARE A USER FROM NEW JERSEY, SECTION 11 (DISCLAIMER OF WARRANTY) AND SECTION 12 (DISCLAIMERS AND LIMITATION OF LIABILITY) ARE INTENDED TO BE, AND ARE, ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY.  IF ANY PROVISION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PROVISION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PROVISIONS OF THE APPLICABLE SECTIONS.

 

  1. Notice for California Users.

 

              Under California Civil Code Section 1789.3, California Users are entitled to the following specific consumer rights notice:  The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at (800) 952-5210.

 

  1. Assignment and Delegation.

 

These Terms of Service and our other Policies, and any rights and licenses granted hereunder and thereunder, may not be transferred or assigned by you without our prior written consent, but may be assigned by us without notice or restriction.  These Terms of Service and our other Policies will inure to the benefit of our successors and permitted assigns.

 

  1. Binding Arbitration; Waiver of Litigation and Class Action Arbitration

 

BY ACCESSING AND USING OUR SERVICES YOU ACCEPT THESE TERMS OF SERVICE AND EXPRESSLY WAIVE THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT.

 

This Section 15 offers a streamlined way to resolve disputes between us and you if they arise.  We can resolve many of your concerns quickly by contacting us at support@goaro.com

 

If we cannot resolve your concern, you and us agree to be bound by the procedure in this Section to resolve disputes between us.  This Section is an agreement between you and us, and applies to our respective agents, employees, successors, beneficiaries, and assigns.  This agreement to arbitrate evidences a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this Section.

 

All disputes, claims, or controversies arising out of or relating to these Terms of Service, our other Policies, our Services, our marketing, or the relationship between you and us ("Disputes") shall be determined exclusively by binding arbitration.  The only Disputes not covered by this Section are claims (i) regarding the infringement, protection, or validity of our or our licensors' trade secrets, copyright, trademark, or patent rights; (ii) if you reside in Australia, to enforce a statutory consumer right under Australia consumer law; and (iii) brought in small claims court (which shall be brought exclusively in Chattanooga, Tennessee).

 

You and us shall first attempt to resolve any Dispute informally for at least 30 days before initiating arbitration.  The informal negotiations commence upon receipt of written notice from one person to the other ("Notice of Dispute"). The Notice of Dispute must: (i) include the full name and contact information of the complaining party; (ii) describe the nature and basis of the claim or dispute; and (iii) set forth the specific relief sought.  We will send our Notice of Dispute to your billing or email address.  You will send your Notice of Dispute to: Aro Technology, Inc., 2450 E.J. Chapman Drive, Suite 108, Knoxville, TN 37996, ATTENTION: Legal Department.

 

If you and us cannot resolve a Dispute informally, you or us may elect to have the Dispute finally and exclusively resolved by binding arbitration.  Any election to arbitrate by one party shall be final and binding on the other. 

 

The arbitration shall be administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules and, where appropriate, the AAA's Supplementary Procedures for Consumer Related Disputes ("AAA Consumer Rules"), both of which are available at www.adr.org.

 

Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Rules and, where appropriate and applicable, limited by the AAA Consumer Rules.  The arbitration may be conducted in person, through the submission of documents, by phone or online.  The arbitrator shall decide in writing and shall provide a statement of reasons if requested by either party.  The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so.  You and us may litigate in court to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.  Arbitration will take place exclusively in Chattanooga, Tennessee.

 

YOU AND ARO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

 

The arbitrator shall not consolidate another person's claims with your claims and shall not preside over any type of representative or class proceeding.  The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim.  If this specific Section is found to be unenforceable, then the entirety of this agreement to arbitrate shall be null and void.

 

  1. Choice of Law

 

This Agreement shall be governed by and interpreted in accordance with the laws of the State of Tennessee, without giving effect to the principles of conflicts of law.

 

  1. Severability.

 

              If any provision of these Terms of Service is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect.

 

  1. No Waiver

 

Failure by us to act on or enforce any provision of these Terms of Service shall not be construed as a waiver of that provision or any other provision in these Terms of Service.  No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance.

 

  1. Entire Agreement.

 

These Terms of Service and our other Policies, constitutes the sole and entire agreement of you and Aro with respect to the subject matter of these Terms of Service and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to the subject matter.