Last updated August 21, 2024.
Snappr Inc. (collectively, “Snappr,” “we,” “us,” “our”) provides to certain enterprise e-commerce customers (“Customer,” “you,” “your”) an advanced software technology platform, consisting of Snappr’s proprietary models, image refinement technology and processes,and APIs (the “Platform” or the “Software”), available through its website located athttps://www.snappr.com/ai/ecommerce and (the “Site”). Snappr uses the Platform to generate novel images for Customers (the “Generated Images”) based on photographs and text prompts provided by Customer (collectively, such services, including any new features and applications,and the Site, and the Platform, the “Service(s)”), subject to the following Snappr AI for Ecommerce Terms of Service (as amended from time to time, these “Terms of Service”).
We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time. If we do this, we will post the changes on this page and will indicate at the top of this page the date these terms were last revised. We will also notify you, either through the Services user interface, in an email notification or through other reasonable means. Any such changes will become effective no earlier than fourteen (14) days after they are posted, except that changes addressing new functions of the Services or changes made for legal reasons will be effective immediately. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms of Service.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1)YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST SNAPPR ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, ANDDECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.In addition, when using certain services, you will be subject to any additional terms applicable to such services that may be posted on the Service from time to time, including, without limitation,the Privacy Policy located at www.snappr.com/privacy. All such terms are hereby incorporated by reference into these Terms of Service.
Subject to these Terms of Service, Snappr (which may include, without limitation, itssubcontractors, including without limitation human photo editors) will use the Platform to create and edit Generated Images. Generated Images may be derived from images submitted by Customer to Snappr (“Customer Images”) as well as text prompts provided by Customer via thePlatform.
Customer will not directly or indirectly: (a) reverse engineer, decompile, disassemble, modify,create derivative works of or otherwise create, attempt to create or derive, or permit or assist any third party to create or derive, the source code underlying the Platform; (b) attempt to probe, scanor test the vulnerability of the Platform, breach the security or authentication measures of thePlatform without proper authorization or willfully render any part of the Platform unusable; (c)access the Platform to develop a product or service that is competitive with Snappr’s products or services or engage in competitive analysis or benchmarking; (d) use or permit the Generated Images to be used as inputs or training data in connection with any third party artificial intelligence or machine learning related products or services; (e) otherwise access the Platform in violation of applicable law (including any export law) or outside the scope expressly permitted hereunder.
You may be required to register with Snappr in order to access and use certain features of theService. If you choose to register for the Service, you agree to provide and maintain true,accurate, current and complete information about yourself as prompted by the Service’s registration form. Registration data and certain other information about you are governed by our Privacy Policy. If you are under 13 years of age, you are not authorized to use the Service, with or without registering. In addition, if you are under 18 years old, you may use the Service, with or without registering, only with the approval of your parent or guardian.
Customer will (i) use commercially reasonable efforts to prevent unauthorized access to or use of its Platform account, (ii) be notify Snappr promptly of any such unauthorized access or use orany other known or suspected breach of security or misuse of the Platform, and (iii) be responsible for obtaining and maintaining any equipment, software and ancillary services needed to connect to, access or otherwise use the Platform. Snappr will not be liable for any loss or damage arising from your failure to comply with this section.
You acknowledge that Snappr may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on Company’s servers on your behalf. You agree that Company has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that Company reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Company reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
The Customer may only purchase image generation Services using marketplace credits(“Credits”) via the Platform, according to the then-current pricing schedule. Credits may not be redeemed for cash, and unused or expired Credits do not entitle Customer to a refund, except as expressly set forth herein.
In order to access the Service, Customer must select from one of two subscription plans two subscription plans via the Platform: Pay-As-You-Go Subscription or Annual Subscription. The terms specific to each subscription plan are set forth below. Customers may switch from one subscription plan to another as via the Platform, and may transfer any Credits from one subscription plan to the other. The pricing and other benefits of each type of subscription are found at https://snappr.com/ai/ecommerce-pricing (the “Pricing Guide”).
If Snappr terminates a subscription other than for cause, Snappr will refund Customer for any unused Credits based on the applicable price per Credit paid by Customer.
Except as otherwise expressly set forth herein or as expressly approved by Snappr in writing inits sole discretion, all payments made are final and non-refundable. If you make a payment by credit card or other payment instrument, you represent and warrant to Snappr that such information is true and that you are authorized to use such payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur.
By providing your credit, or debit card or bank account information ("Payment Method"), you authorize Snappr to charge the full amount required by your subscription plan to the specified Payment Method at the applicable frequency for your Subscription (when your Credit balance is low, annually, or monthly); and I authorize the financial institution for the Payment Method to charge or debit my account and remit payment for my subscription to Snappr. This authority will remain in effect until I give notification, as required under these Terms, to terminate this authorization.
You are solely responsible for all code, video, images, information, data, text, software, music,sound, photographs, graphics, messages or other materials (“content”) that you upload, post,publish or display (hereinafter, “upload”) or email or otherwise use via the Service. The following are examples of the kind of content and/or use that is illegal or prohibited by Snappr. Snappr reserves the right to investigate and take appropriate legal action against anyone who, inSnappr’s sole discretion, violates this provision, including without limitation, removing the offending content from the Service, suspending or terminating the account of such violators an dreporting you to the law enforcement authorities. You agree to not use the Service to:
a) email or otherwise upload any content that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under contractual or fiduciary relationships; (iii) contains software viruses or any other computer code,files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (iv) poses or creates a privacy or security risk to any person; (v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation; (vi) is unlawful, harmful,threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene,pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; or (vii) in the sole judgment of Snappr, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose Snappr or its users to any harm or liability of any type;
b) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service; or
c) violate any applicable local, state, national or international law, or any regulations having the force of law;
d) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
e) solicit personal information from anyone under the age of 18;
f) harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
g) advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
h) further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or
i) obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service;
Software (defined below) available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Service,including as it concerns online conduct and acceptable content.
Unless otherwise expressly authorized herein or in the Service, you agree not to display,distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from,modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
This Section provides additional terms for our Users located in Australia. Consumer legislation in Australia including the Australian Consumer Law (“ACL”) in the Competition and Consumer Act 2010 (Cth) provides consumers with guarantees that cannot be excluded, restricted or modified. Similar consumer protection laws and regulations in other countries may provide consumers with similar guarantees.
If the User is a consumer as defined in the ACL, the following notice applies to the User from Snappr: “We guarantee that the Services we supply to you are rendered with due care and skill;fit for the purpose that we advertise, or that you have told us you are acquiring the Services for or for a result which you have told us you wish the Services achieve, unless we consider and disclose that this purpose is not achievable; and will be supplied within a reasonable time. To the extent we are unable to exclude liability; our total liability for loss or damage you suffer or incur from our Services is limited to us re-supplying the Services to you, or, at our option, us refunding to you the amount you have paid us for the Services to which your claim relates.”
Snappr offers Software applications that are intended to be operated in connection with products made commercially available by Apple Inc. (“Apple”), among other platforms. With respect to Software that is made available for your use in connection with an Apple-branded product (such Software, “Apple-Enabled Software”), in addition to the other terms and conditions set forth in these Terms of Service, the following terms and conditions apply:
Snappr and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms of Service with respect to the Apple-Enabled Software, 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 the Apple-Enabled Software as a third party beneficiary thereof.
You acknowledge and agree that the Service may contain content or features (“ServiceContent”) that are protected by copyright, patent, trademark, trade secret or other proprietaryrights and laws. Except as expressly authorized by Snappr, you agree not to modify, copy, frame,scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or theService Content, in whole or in part, except that the foregoing does not apply to your own UserContent (as defined below) that you legally upload to the Service. In connection with your useof the Service you will not engage in or use any data mining, robots, scraping or similar datagathering or extraction methods. If you are blocked by Snappr from accessing the Service(including by blocking your IP address), you agree not to implement any measures to circumventsuch blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited.
As between the parties, Snappr exclusively owns all right, title, and interest in and to theServices, including the Platform. Any rights not expressly granted herein are reserved by Snappr.
The Snappr name and logos are trademarks and service marks of Snappr (collectively the“Snappr Trademarks”). Other Snappr product and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or maynot endorse or be affiliated with or connected to Snappr. Nothing in this Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Snappr Trademarks displayed on the Service, without our prior written permission in each instance. All goodwill generated from the use of Snappr Trademarks willinure to our exclusive benefit.
Customer hereby grants Snappr a non-exclusive royalty free license to use Customer’s name and logo on Snappr’s website, advertising, and marketing to identify Customer as a customer of Snappr, solely in connection with the marketing of Snappr’s services. Customer may revoke such license at any time by sending an email to ai-cancellation@snappr.com.
Under no circumstances will Snappr be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Snappr does not pre-screen content, but that Snappr and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, Snappr and its designees will have the right to remove any content that violates these Terms of Service or is deemed by Snappr, inits sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy,completeness, or usefulness of such content.
As between the parties, Customer exclusively owns all right, title, and interest in and to theCustomer Images. Subject to these Terms of Service and Customer’s full and timely payment of all fees hereunder and redemption of Credits for each Generated Image, Snappr here by grants to Customer a limited, worldwide, non-transferable, non-sublicensable license to reproduce,perform, display and publish such Generated Image solely via Customer’s Owned Media and Paid Media channels. For purposes hereof, “Owned Media” means websites, social media accounts, email lists, mobile applications and other similar digital channels that are controlled solely by Customer, and “Paid Media” means third party digital advertising or promotional channels through which Customer distributes advertising or promotional content in exchange for a fee or payment to the applicable third party. Customer acknowledges that, due to the nature of image generative technology, images generated for other customers or in relation to other products may be similar to the Generated Images. Such other images are not considered Generated Images hereunder and Customer obtains no rights to such other images. Except as set forth herein, Customer assumes all risks associated with using the Generated Images. Customer understands and agrees that Snappr may use Customer Images and Generated Images to train,develop, and improve Snappr’s machine learning algorithms and artificial intelligence systems.
Customer may from time to time provide Snappr suggestions or comments for enhancements or improvements, new features or functionality or other feedback (“Feedback”) with respect to its products and services. Snappr will have full discretion to determine whether or not to proceed with the development of any requested enhancements, new features or functionality. Snappr will have the full, unencumbered right, without any obligation to compensate or reimburse Customer,to use, incorporate and otherwise fully exercise and exploit any such Feedback in connection with its products and services. All Feedback is provided “AS IS” and Snappr will not publicly identify Customer as the source of Feedback without Customer’s permission.
Customer agrees that Snappr may refer to Customer’s name and trademarks in Snappr’s marketing materials and website; however, Snappr will not use Customer’s name or trademarksin any other publicity (e.g., press releases, customer references and case studies) without Customer’s prior written consent (which may be by email).
The Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet. Snappr has no control over such sites and resources and Snappr is not responsible for and does not endorse such sites and resources. You further acknowledge and agree that Snappr will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such site or resource. Any dealings you have with third parties found while using the Service are between you and the third party, and you agree that Snappr is not liable for any loss or claim that you may have against any such third party.
Customer agrees to release, indemnify and hold harmless Snappr, its officers, directors,investors, and affiliates from and against any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind and injury in connection with third-party Claims arising from or related to (a) any allegation that a Customer Imagemis appropriates or infringes a United States patent, copyright or trade secret, or (b) Customer’s breach of any obligation under this Agreement or violation of applicable law; provided that: (i)Snappr will promptly notify Customer of such Claim, (ii) Customer will have the sole and exclusive authority to defend and/or settle any such Claim (provided that Customer may not settle any Claim without Snappr’s prior written consent, which will not be unreasonably withheld, unless it unconditionally releases Snappr of all liability) and (ii) Snappr reasonably cooperates with Customer in connection therewith.
Snappr shall use reasonable efforts consistent with prevailing industry standards to provide the Services in a manner which minimizes errors and interruptions. The Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either bySnappr or by third-party providers, or because of other causes beyond Snappr’s reasonable control, but Snappr shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. SNAPPR DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTYAS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES.EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES, INCLUDING WITHOUT LIMITATION THE GENERATED IMAGES, ARE PROVIDED “AS IS” AND SNAPPR DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
SNAPPR AND ITS OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERE TO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERTHEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS ORINACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; OR (C) FOR ANY MATTER BEYOND SNAPPR’S REASONABLE CONTROL FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID BY CUSTOMER TO SNAPPR UNDER THIS AGREEMENT IN THE SIX (6) MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT SNAPPR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BEEN FORCEABLE WITH RESPECT TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED“DISCLAIMER OF WARRANTIES” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.
PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
This Dispute Resolution by Binding Arbitration section is referred to in this Terms of Service as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and Snappr, whether arising out of or relating to this Terms of Service(including any alleged breach thereof), the Services, any advertising, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement,except that you may assert individual claims in small claims court, if your claims qualify.Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Terms of Service, you and Snappr are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
YOU AND SNAPPR AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND SNAPPR AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). To the extent a court or the arbitrator determines that this class action waiver is invalid, for any reason, it shall not be severable from this Terms and the class or collective claims will be considered excluded claims that must be litigated in a civil court of competent jurisdiction Notwithstanding any other clause contained in this arbitration provision, any claim that all or part of the class action waiver is invalid, unenforceable void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. The class action waiver shall be severable when a dispute is filed as an individual action and severance is necessary to ensure that the individual action proceeds in arbitration.
Snappr is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by contacting Snappr using the contact details below. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”).The Notice to Snappr should be sent to: 50 California Street, Suite 1500, San Francisco, CA,94111, United States (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Snappr and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Snappr may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Snappr or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Snappr is entitled.
Arbitration will be conducted by a neutral arbitrator in accordance with the American ArbitrationAssociation’s (“AAA”) rules and procedures, including the AAA’s Supplementary Proceduresfor Consumer-Related Disputes (collectively, the “AAA Rules”), as modified by this ArbitrationAgreement. For information on the AAA, please visit its website, http://www.adr.org.Information about the AAA Rules and fees for consumer disputes can be found at the AAA’sconsumer arbitration page, http://www.adr.org/consumer_arbitration. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement,the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Service as a court would. All issues are for the arbitrator to decide, including, but not limited to,issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement.Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms of Service and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. Unless Snappr and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, Snappr agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”)will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If the value of the relief sought is $75,000 or less, at your request, Snappr will pay all Arbitration Fees. If the value of relief sought is more than $75,000 and you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, Snappr will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Snappr will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.
All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void. The remainder of the Terms of Service will continue to apply.
Notwithstanding any provision in this Terms of Service to the contrary, Snappr agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Services, you may reject any such change by sendingSnappr written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service).
You agree that Snappr, in its sole discretion, may suspend or terminate your account (or any partthereof) or use of the Service and remove and discard any content within the Service, for anyreason, including, without limitation, for lack of use or if Snappr believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspectedfraudulent, abusive or illegal activity that may be grounds for termination of your use of Service,may be referred to appropriate law enforcement authorities. Snappr may also in its solediscretion and at any time discontinue providing the Service, or any part thereof, with or withoutnotice. You agree that any termination of your access to the Service under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that Snappr may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that Snappr will not be liable to you or any third party for any termination of your access to the Service.
These Terms of Service constitute the entire agreement between you and Snappr and govern your use of the Service, superseding any prior agreements between you and Snappr with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third party services, third party content or third party software. These Terms of Service will be governed by the laws of the State of California without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Snappr agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within San Francisco County, California. The failure of Snappr to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign this Terms of Service without the prior written consent of Snappr, but Snappr may assign or transfer this Terms of Service, in whole or in part, without restriction. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on theService.
At Snappr, we respect the privacy of our users. For details please see our Privacy Policy. By using the Service, you consent to our collection and use of personal data as outlined therein.
Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division ofConsumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at(916) 445-1254 or (800) 952-5210. You may contact us at Snappr, Inc., 50 California Street,Suite 1500, San Francisco, CA, 94111, United States. Phone: (844) 3762-777 (United States) or1300 762 777 (Australia).
Please contact us via the Snappr Help Center available at https://app.snappr.com/help to reportany violations of these Terms of Service or to pose any questions regarding this Terms of Service, the Service, or anything else.
