Terms of Service

Last Modified on August 22, 2023

IMPORTANT: PLEASE READ THIS TERMS OF SERVICE AGREEMENT CAREFULLY BEFORE CONTINUING TO USE THIS MOBILE OR DESKTOP SOFTWARE APPLICATION, WEBSITE, OR ANY ASSOCIATED CLIPKICK SERVICES.

SECTION 16 OF THIS AGREEMENT CONTAINS A BINDING CLASS ACTION WAIVER. IF YOU LIVE IN THE UNITED STATES, THIS SECTION AFFECTS YOUR RIGHTS ABOUT HOW TO RESOLVE DISPUTES THAT YOU MAY HAVE WITH US.

PLEASE READ IT CAREFULLY.

This Terms of Service (the “Agreement”) is a legal agreement between you as an individual and Clipkick, Inc. (“Clipkick”). This Agreement covers our Clipkick mobile application software, desktop application software, website, and any associated software or services (together, the “Services”). Additionally, our Privacy Policy (located at http://www.Clipkick.io/privacypolicy explains how we collect and use your information.

By using our Services, you’re agreeing to be bound by this Terms of Service, and our Privacy Policy which govern the terms and conditions relating to our operation and your use of the Services.

By using the Services, even without creating an account, you agree to be bound by the terms of this Agreement. If you do not agree to the terms of this Agreement, you are not authorized to download or use the Services.

Apple Users: For users who accessed the Service through the Apple App Store, as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions, the above license is limited to usage on any Apple-branded products that you own or control, and only as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions located at https://www.apple.com/legal/internet-services/itunes/us/terms.html. However, the Service may be accessed and used by other accounts associated with you via Family Sharing or volume purchasing.

Clipkick reserves the right to update this Agreement, at any time, by posting the most current version of the Agreement within the Services, with a new Effective Date shown. All changes in the Agreement are effective as of the Effective Date. Your continued use of the Services after we post any changes to the Agreement signifies your agreement to those changes. If you do not agree to the then-current Agreement, you must immediately stop using the Services.

Your use of the Services is solely controlled by this Agreement, which cannot be changed except by a written agreement signed by both you and an authorized representative of Clipkick. The Services are licensed, not sold.

You must be at least 13 years of age to access and use the Services.

ANY VIOLATION OF THIS AGREEMENT MAY RESULT IN THE TERMINATION OF YOUR ACCOUNT OR ANY PRIVILEGES ASSOCIATED WITH THE SERVICES, AS DETAILED BELOW.

1. Grant of License

The Services are licensed to you by Clipkick for personal use on your mobile smartphone device, desktop computer, or other authorized devices. All other uses are prohibited.

2. Accounts

1. • Creation of Your Account. You need to register for an account to use the Services. You may only create an account if you are at least 13 years old. If you are at least 13 years of age but still a minor in your jurisdiction, your parent or legal guardian must establish an account with us in order for you to access and use the Services. You can only create an account through a registration form in the Services or by connecting a third-party account login to the Services. You are solely responsible for the activity that occurs on your account. You agree to keep your account and devices secure and to notify Clipkick immediately of any breach of security or unauthorized use of your account. By creating an account with us, you authorize Clipkick to contact you, by any means of communication that your device may be capable of receiving, in accordance with our Privacy Policy.
   • Your Username. You may not use as a username (i) the name of another person or entity, (ii) a name that is not lawfully available for use, or (iii) a name or trademark that is subject to any rights of another person or entity other than you, without explicit authorization from that person or entity. You may not use as a username any name that is, in Clipkick’s sole discretion, offensive, vulgar, or obscene. You may not “Park” or otherwise register usernames for accounts that you are not actively using. Clipkick reserves the right to require you to change your username if Clipkick deems it unacceptable, at Clipkick’s sole discretion.
   • Account Ownership. You may not buy, sell, give, or trade any account, nor attempt to buy, sell, give, or trade any account. Your account is only licensed to you and is not transferable.
   • Suspension of Accounts. We may, at our sole discretion, immediately suspend or terminate your access to the Services should your conduct, in our sole determination, fail to conform with this Agreement.
   • Data Charges. You agree that you are responsible for any data charges you incur through use of the Services.
     
     

3. Your Content

1. • User Content. You may upload and store your files and other content on the Services. Your (“User Content”) includes your files, messages, contacts, generated thumbnails and other types of content allowed for upload by the Services.
   • User Content Ownership. You own your User Content. This Agreement does not give Clipkick ownership of your User Content, except for certain limited rights that enable us to provide you with the Services. Specifically, you hereby give us the right to:
     1. Store your User Content on our servers in order to provide hosting and backup services.
     2. Share, display, reproduce, and distribute your User Content, in order to provide all Service functionality including, but not limited to, sharing, search, sorting, and distribution.
     3. Access, scan, organize, review, and otherwise make use of your User Content in order to enable all Service functionality.
   • Bookmarked Content. The Services allow you to bookmark links to third party content (the “Bookmarked Content”). This is done by either sharing the content through the Services’ share tray or copying and pasting a link to the content in the Services applications. By sharing Bookmarked Content on the Services, you are representing that you have all of the necessary rights to share that Bookmarked Content.
   • Public Facing Content. The Services allow you to make your content available to users that are not registered Clipkick platform users (your “Public Facing Content”):
     1. User Profiles. The Services allow you to create a public-facing user profile (your “Public Profile”). This profile contains a profile picture, username, first and last name, bio/description and links to your website and social media accounts. This Public Profile is available to users who search within the Services. This Public Profile does not show any of the User Content or Bookmarked Content you may have saved to your account – this can only be seen by those that you explicitly share your User Content and Bookmarked Content with. You acknowledge and agree that your Public Profile and any included profile photos, videos, names, usernames, descriptions and third-party links are subject at all times to these Terms, including the Conduct Policy below. You agree not to include any lewd, offensive, illegal, sexually provocative or suggestive, pornographic or other objectionable content in your Public Profile, including photos, usernames, comments, messages, and any other publicly viewable content.
     2. Public Links to Content. The Services allow you to create public-facing links to your User Content or Bookmarked Content (your “Public Links”). Public Links are designed for sharing content one to one to individuals that are not registered for the Services. These Public Links are not intended for content delivery to the general public or “hosting” as a service. You acknowledge and agree that Public Links to content you create and any included User Content and Bookmarked Content associated with your Public Links is subject at all times to these Terms, including the Conduct Policy below. You agree not to include any lewd, offensive, illegal, sexually provocative or suggestive, pornographic or other objectionable content in the content associated with your Public Links, including photos, usernames, comments, messages, and any other publicly viewable content. You also agree not to exceed 1,000 visits to any Public Link. After reaching this threshold, the Public Link in question will revert to a private link, and only be accessible by registered users of the Services.
   • Conduct Policy. You are responsible for your conduct as a member of the Clipkick community and as a user of the Services, including regarding your User Content, Bookmarked Content, and any Public Facing Content (together, your “Content”). You agree that you will not engage in conduct or communication (including the sharing of Content through the Services or via public link) which:
     1. is threatening, bullying, defamatory, abusive, or which in any manner could give rise to any civil or criminal liability under applicable law;
     2. is or could be taken as slurs, hate speech, or attacks on individuals or groups on the basis of race, color, gender, age, religion, national origin, disability, sexual preferences, or gender identity;
     3. constitutes spam (sending the same message multiple times or to multiple people, or sharing or sending the same content multiple times, will be treated as spam);
     4. restricts, inhibits, or discourages any other user from using the Services;
     5. hacks, modifies or otherwise makes use of automation software (bots) or any other unauthorized third-party software designed to modify the Services;
     6. violates any local, state, federal or international laws or gives rise to civil liability;
     7. violates or infringes any rights of third parties (including but not limited to copyright, trademark, rights of privacy or publicity, defamation or any other proprietary right);
     8. uploads, transfers, stores, publishes, or shares any materials which constitute (i) child sexually exploitative materials or materials which promote the sexual exploitation of minors, whether legal or illegal, or (ii) any unlawful pornographic or other materials;
     9. imposes an unreasonable or disproportionately large load on the Services or otherwise interferes with the Services;
     10. specifies or claims that that you are affiliated with Clipkick when you are not, including without limitation an “Administrator,” “Moderator,” or any other employee or agent of Clipkick;
     11. harasses any Clipkick employees, owners, or other users;
     12. requests account login information from other users;
     13. “spoofs” (use of any means to disguise your online identity or alter original attribute information, including, but not limited to duplicate accounts);
     14. uses or possesses programs to “crack” the Services or other Internet security tools, including any programs used to probe, scan, or test the vulnerability of any system or network, or to breach or otherwise circumvent any security or authentication measures;
     15. accesses, tampers with, or uses non-public areas or parts of the Services that Clipkick has not granted you access to;
     16. accesses, searches, or uses the Services by any means other than those provided by Clipkick (including, for example, creating bulk accounts or scraping data);
     17. circumvents applicable storage limits, or abuses any Clipkick promotions to receive more storage space than deserved;
     18. uses the Services as the infrastructure or backups for your own commercial services, including cloud services;
     19. uses the Services as the basis for any cryptographic proof-of-space or proof-of-storage, or similar systems; or
     20. anything else that Clipkick, in its sole determination, deems offensive or harmful to the Services or to Clipkick’s integrity or business.

You acknowledge and agree that Clipkick may review your conduct on the Services and any Content for compliance with these Terms and our Conduct Policy above. You further agree that Clipkick isn’t responsible for any Content that other users post or share on the Services.

4. Access and Visibility of Content

1. • Access to Content. All Content on the Services, including User Content and Bookmarked Content from you and other users, Clipkick-owned content, and all other text, videos, music, and other content contained within the Services (collectively, the “Content”), is provided to you as-is. You may access this Content for your information and personal use solely as intended through the provided functionality of the Services and as permitted under this Agreement. You may not copy, download, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Content for any other purposes without the prior written consent of Clipkick or the respective licensors of the Content. Clipkick and its licensors reserve all rights not expressly granted in and to the Services and the Content.
   • Exposure to Content. You understand and agree that when using the Services, including viewing publicly available Content or clicking links to Content shared by other users, you may be exposed to Content from a variety of sources, and that Clipkick is not responsible for prescreening, monitoring, editing, or removing such Content, nor for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Content. You understand that Clipkick is not responsible for the conduct of any user of the Services. You understand that you may be exposed to Content that is inaccurate, offensive, indecent, or objectionable.
   • Advertising Content. The Services, or portions of the Services, may be supported by advertising revenue and may display advertisements and promotions within the Services. You understand that Clipkick may present those advertisements and promotional materials to you or other users of Clipkick, either on their own or in conjunction with your User Content, your Bookmarked Content, and other users’ User Content and Bookmarked Content without compensation or notice to you. The way these materials are presented, including time, placement, appearance, and frequency, may change without any notice to you. These advertisements and promotions, along with other sponsored content and commercial communications, may not always be identified as such.
   • Visibility of Content. Except when sharing a publicly available link, when you share User Content, you are sharing it privately. Additionally, if you post User Content as “view only,” Clipkick will not include a “download” button on that particular Content. However, Clipkick cannot and does not guarantee the privacy of User Content that is shared via public link – if a user uses screen capture or other software, they may be able to make copies of “view only” content, regardless of settings. If you post any User Content on the Services, post a reply to another user’s User Content or Bookmarked Content, share links to Content, or interact with the Services in any way, it may potentially be visible to anyone.
   • Removal of Bookmarked Content. By using the Service, you agree that Clipkick may remove any links to Bookmarked Content or remove any other publicly-viewable Content if (i) Clipkick, in their sole discretion, determines that such Content is unlawful, indecent, offensive, or otherwise harmful to Clipkick or its users, (ii) Clipkick is compelled to do so by government authorities or other legal obligations, or (iii) a user submits a report flagging such Content as being in violation of this Agreement. You further agree that Clipkick does not monitor Service Content and is under no obligation to do so.

5. Payments and Subscriptions

• Payment of Fees. Certain portions of the Services may offer the ability to upgrade to a “paid” or subscription tier. If you agree to upgrade to a paid tier of the Services, you agree to pay us the fees (“Fees”) as set forth in your account dashboard. By agreeing to a recurring subscription tier, you agree that we will deduct the required Fees automatically when due, using the payment method on your account. You agree to keep any connected credit card or payment methods current and accurate at all times. All payments will be in US dollars, unless otherwise stated on the Services when making a purchase.

• Failure to Pay Fees. If you fail to make any payment when due, without limiting our other rights and remedies, we may suspend your access to any portion or all of the Services until such amounts are paid in full. Additionally, you agree to reimburse us for all reasonable costs incurred by us in collecting any late payments or interest, including attorneys’ fees, court costs, and collection agency fees.

• All fees and amounts payable by you under this Agreement do not include taxes and similar assessments. You are responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by you under this Agreement. You are not responsible for any taxes imposed on our income.
  
  
• You may cancel any paid tier at any time, through your account dashboard on the Services. We will only issue refunds if required by law. If you owe any Fee amounts on your account, you may not cancel until all owed Fees are paid in full.

• You agree that we may change the required Fees for any paid or subscription portions of the Services at any time. We will make commercially reasonable efforts to give at least 30 days’ notice of any changes, to the email address on your account or through your account dashboard.

6. Linked Services

The Services, or third parties (including other Services users), may provide links within the Services to other websites, apps, content, or resources, including the Bookmarked Content (collectively, the “Linked Services”), which are not maintained by, or related to Clipkick or the Services.

Links to the Linked Services are provided as a service to our users and are not sponsored by, endorsed, or otherwise affiliated with Clipkick. Clipkick has no control over these Linked Services and any content on them, and makes no representations or warranties about the content, completeness, quality, or accuracy of any such Linked Service.

Because of this, you acknowledge and agree that Clipkick is not responsible for the availability of such Linked Services, and that Clipkick does not endorse and is not responsible or liable for any content, advertising, products, or other materials made available on or from these Linked Services. You also acknowledge and agree that Clipkick is not responsible or liable, directly or indirectly, for any damage or loss caused by the use of any content, goods, or services offered through these Linked Services or any failures or disruption to your device that results from your use of any such Linked Services, or for any intellectual property or other third-party claims relating to your posting or using such Linked Services.

Your conduct and business dealings between you and any third parties found through the Services are solely between you and that third party.

7. Other Rights and Limitations

1. • Maintenance of Copyright and Trademark Notices. You agree not to remove or alter any copyright or trademark notices that appear anywhere within the Services.
   • Transferability. The license granted under this Agreement is non-transferable. The Services and your account are licensed for your use only and only on your authorized devices. Except as otherwise agreed in this Agreement, you may not distribute the Services or any portion of the Services to any third party.
   • Prohibition on Reverse Engineering. You may not reverse engineer, decompile, or disassemble the Services, or take any steps to recreate or recover the source code of the Services.
   • Support Services. Clipkick may, in its sole discretion, provide you with support services related to the Services (“Support Services”). Clipkick is not required to provide Support Services, unless otherwise required by applicable law. No failure to provide Support Services will be a default of Clipkick under this Agreement. Clipkick support may be reached via email at support@Clipkick.io.
   • Compliance with Applicable Laws. You agree to fully comply with all applicable laws regarding your use of the Services.

8. Term, Termination, Modification of Terms of Service

The term of this Agreement begins when you begin using the Services, whether by downloading software or by visiting the Clipkick website, or any other use of the Services, and continues for as long as you have any copies of the Services in your possession or control or otherwise continue to use the Services in any way. Without prejudice to any other of its rights, Clipkick may unilaterally terminate or modify this Agreement at any time and for any reason or for no reason, with no notice to you.

For example, Clipkick may elect to terminate this Agreement if Clipkick, in its sole determination, discontinues the Services, stops supporting or maintaining the Services, ceases to provide updates, no longer offers the Services for license, or believes you have failed to comply with the terms and conditions of this Agreement. If we terminate your account or this Agreement, we will make commercially reasonable efforts to give you advance notice sufficient for you to download or backup all of your Content prior to our removal of that Content from the Service. Notwithstanding the foregoing, we reserve the right at all times to remove Content from the Service, including permanent deletion, if we believe that such Content is in violation of this Agreement, our Content Policy, or other Clipkick policies.

In the event of termination, (i) no refunds will be made; and (ii) you must promptly destroy, uninstall, or delete all copies of the Services in your possession. If modification of the Agreement by Clipkick materially affects your rights in connection with the Services, as determined by Clipkick in its sole determination, Clipkick may, but is under no obligation to, notify you by sending an email message to your last email address known to Clipkick or through the Services. Clipkick has no liability if you do not receive Clipkick’s notification.

Your termination of this Agreement can only occur after the deletion of all copies of the Services in your possession, and by deleting your account, if any, in the application settings or notifying us at support@Clipkick.io.

9. Clipkick Copyright and Trademarks

As between you and Clipkick, all rights in and to the Services and any copies of the Services, are owned by Clipkick. As between you and Clipkick, all title and intellectual property rights in and to the Content which may be accessed through use of the Services is the property of Clipkick or its respective rights holders (used under license by Clipkick), and may be protected by applicable copyright or other intellectual property laws and treaties. This Agreement grants you no rights to use such Content except in and in connection with the Services, as set forth in this Agreement. All rights not expressly granted are reserved by Clipkick.

The Clipkick name and logo are the exclusive trademarks of Clipkick, and may not be copied or used, in whole or in part, without Clipkick’s prior written permission.

Apple Users: In the event of any third-party claim that the Service or your possession and use of the Service infringes that third party’s intellectual property rights, Clipkick, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim.

10. Digital Millennium Copyright Act

If you are a copyright owner or their agent, and believe that any Content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) to our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

• A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
• Information reasonably sufficient to permit the us to contact you, such as an address, telephone number, and, if available, an electronic mail;
• A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
• A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Our Copyright Agent may be reached by physical or electronic mail at the following addresses:

Clipkick Copyright Agent
Attn: Stephen McArthur
The McArthur Law Firm, PC
9465 Wilshire Blvd. Suite 300
Beverly Hills, CA 90212

Phone: 323-639-4455
Email: copyright@clipkick.io

Clipkick reserves the right to delete, disable, or remove from public view any allegedly infringing Content, and to terminate accounts of repeat infringers.

11. No Warranties

Clipkick expressly disclaims any warranty in, to, or for the Services. The Services is provided “As Is,” without any express or implied warranty of any kind.

CLIPKICK EXPRESSLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR CONTINUOUS OPERATION.

You assume the entire risk associated with operation of the Services. Clipkick does not warrant or assume responsibility for the accuracy or completeness of any Content, information, text, graphics, links or other items contained within the Services. Clipkick makes no warranties respecting any harm that may be caused by the transmission of a computer virus, worm, time bomb, logic bomb, or other such computer program. Clipkick further expressly disclaims any warranty or representation to any third party who may operate or otherwise utilize the Services. Clipkick cannot guarantee the integrity of the Services or that it will be free from attacks by third parties that may result in incomplete or erroneous results from operation, or damage to hardware devices in which the Services is loaded and operating.

Because some states or jurisdictions do not allow the disclaimer of implied warranties, portions of the foregoing disclaimer may not apply to you.

Apple Users: In the event of any failure of the Service to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Service to you. Additionally, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Service, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty, if any, will be Clipkick’s sole responsibility.

12. Limitation of Liability

In no event will Clipkick be liable for any damages (including, without limitation, direct, special, incidental, consequential, or punitive damages, lost profits, business interruption, or lost information) rising out of your use of, or inability to use, the Services, or the use or inability to use the Services by any third party that may have access to the Services by or through you, even if Clipkick has been advised of the possibility of such damages, and without regard to whether such damages, or claims of damages arise based in contract, tort or otherwise.

Clipkick has no liability with respect to user conduct, the Content of the Services or any part of the Services, including but not limited to, errors or omissions, libel, infringements of rights of publicity, privacy, trademark rights, business interruption, personal injury, loss of privacy, moral rights or the disclosure of confidential information.

Clipkick has no liability with respect to any third-party content, including but not limited to Bookmarked Content, User Content, advertisements, videos, images, or other content displayed as part of the Services.

You agree and acknowledge that Clipkick has NO LIABILITY to keep backups or archive copies of your Content or any Content. We recommend that you keep a separate backup of all important files. Clipkick is NOT LIABLE for any loss of Content whatsoever.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL LIABILITY OF CLIPKICK FOR ANY CLAIM UNDER THIS AGREEMENT, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO ONE HUNDRED DOLLARS (US $100.00).

Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages or include other limitations, in such states or jurisdictions, the liability of Clipkick and its affiliates will be limited to the fullest extent permitted by law.

Apple Users: Both you and Clipkick acknowledge that Clipkick, not Apple, are responsible for addressing any user claims User or any third party relating to the Service or your possession and/or use of the Service, including, but not limited to: (i) product liability claims; (ii) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation, including in connection with the Service’s use of the HealthKit and HomeKit frameworks.

13. Indemnification

You agree to indemnify and hold Clipkick, its subsidiaries, affiliates, licensors, content providers, service providers, employees, agents, officers, directors, and contractors (the “Indemnified Parties”) harmless from any breach of these Agreement by you, including any use of User Content or Content other than as expressly authorized in these Agreement. You agree that the Indemnified Parties will have no liability in connection with any such breach or unauthorized use, and you agree to indemnify any and all resulting loss, damages, judgments, awards, costs, expenses, and attorneys’ fees of the Indemnified Parties in connection with that breach or unauthorized use. You will also indemnify and hold the Indemnified Parties harmless from and against any claims brought by third parties arising out of your use of the Services.

14. Privacy Policy

Your privacy is important to us. In an effort to preserve your privacy, Clipkick agrees that it will treat any personally identifying information that you submit through the Service in accordance with the terms outlined in its Privacy Policy, located at http://www.Clipkick.io/privacypolicy.

15. Disclosures Required by Law

Clipkick reserves the right at all times to disclose any information, including personally identifiable information about you, as necessary to satisfy any applicable law, regulation, legal process or governmental request. Clipkick reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Clipkick to disclose the identity of anyone publishing or otherwise making available any materials that are believed to violate this Agreement.

BY ACCEPTING THIS AGREEMENT YOU WAIVE ALL RIGHTS AND AGREE TO HOLD CLIPKICK HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY CLIPKICK DURING OR AS A RESULT OF ITS INVESTIGATIONS OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER CLIPKICK OR LAW ENFORCEMENT AUTHORITIES.

16. Dispute Resolution and Governing Law

Except to the extent that the applicable laws and regulations of your jurisdiction mandate otherwise, this Agreement is governed by and will be construed under the laws of New York state. Subject to Section 16 below, you agree to submit to the exclusive jurisdiction of the courts of New York, New York, USA to resolve all disputes arising from or related to this Agreement.

For EU users only: In the event of a dispute relating to the interpretation, performance, or validity of this Agreement, an amicable solution can be sought before any legal action. You can file your complaint with Clipkick by sending a message via email to support@Clipkick.io. In case of failure, you can, within one year of the failed request, have recourse to an Alternative Dispute Resolution procedure by filing an online complaint on the European Commission’s Online Dispute Resolution website: https://webgate.ec.europa.eu/odr/main/index.cfm?event=main.home.chooseLanguage. If out-of-court dispute resolutions fail, the dispute may be brought before the competent courts.

17. Binding Arbitration

1. • Agreement to Arbitrate Disputes. You and Clipkick agree that, except as provided below, all disputes arising from or related to this Agreement (each a “Claim”), will be finally and exclusively resolved by binding arbitration, which may be initiated by either party by sending a written notice requesting arbitration to the other party. Any election to arbitrate by one party will be final and binding on the other. The arbitration will be conducted under the Streamlined Arbitration Rules and Procedures of JAMS that are in effect at the time the arbitration is initiated (the “JAMS Rules”) and under the terms set forth in this Agreement. In the event of a conflict between the terms set forth in this Section and the JAMS Rules, the terms in this Section will control and prevail.
   • Arbitration Procedures. Except as otherwise set forth below, you may seek any non-injunctive remedies available to you under federal, state, or local laws in an arbitration action. As part of the arbitration, both you and Clipkick will have the opportunity for discovery of non-privileged information that is relevant to the Claim. The arbitrator will provide a written statement of their decision regarding the Claim, the award given, and the arbitrator’s findings and conclusions on which the decision is based. The determination of whether a Claim is subject to arbitration will be governed by the Federal Arbitration Act and determined by a court, rather than an arbitrator. Except as otherwise provided in this Agreement, (i) you and Clipkick may litigate in court to compel arbitration, stay proceedings pending arbitration, or confirm, modify, vacate or enter judgment on the award entered by the arbitrator; and (ii) the arbitrator’s decision will be final, binding on all parties and enforceable in any court that has jurisdiction, provided that any award may be challenged if the arbitrator fails to follow applicable law. BY AGREEING TO THIS ARBITRATION PROVISION, YOU UNDERSTAND THAT YOU AND CLIPKICK WAIVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL.
   • Location. The arbitration will be conducted in New York, New York, USA, unless the parties agree to video, phone, or internet connection appearances.
   • No Class Action. You and Clipkick agree that any arbitration will be limited to the Claim between Clipkick and you individually. YOU AND CLIPKICK AGREE THAT (i) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; (ii) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY OR AS A PRIVATE ATTORNEY GENERAL; AND (iii) NO ARBITRATION WILL BE JOINED WITH ANY OTHER ARBITRATION.
   • Exceptions to Arbitration. You and Clipkick agree that the following Claims are not subject to the above provisions concerning binding arbitration: (i) any Claim seeking to enforce or protect, or concerning the validity of, any of you or Clipkick’s intellectual property rights; (ii) any Claim related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (iii) any claim for equitable relief. In addition to the foregoing, either party may assert an individual action in small claims court for Claims that are within the scope of such court’s jurisdiction in lieu of arbitration with the other party’s consent.
   • Arbitration Fees. The party seeking the Claim is responsible for the initial fees to JAMS. All other fees and costs of the arbitration will be apportioned according to the JAMS Rules.
   • Severability. You and Clipkick agree that if any portion this Section is found illegal or unenforceable (except any portion of Section 15.5), that portion will be severed and the remainder of the Section will be given full force and effect. If any portion of this Section 16 is found to be illegal or unenforceable, then neither you nor Clipkick will elect to arbitrate any Claim falling within that portion of Section 16 found to be illegal or unenforceable. Such Claim will be exclusively decided by a court of competent jurisdiction within the City of New York, New York, USA, and you and Clipkick agree to submit to the personal jurisdiction of that court.

18. California Residents: General Release

If you are a California resident, you agree to waive California Civil Code Section 1542, and any similar provision in any other jurisdiction (if you are a resident of such other jurisdiction), which states: “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.”

19. Legal Compliance; Export Controls.

By using the 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. Additionally, you agree to comply with all domestic and international export laws and regulations that apply to your use of the Services, such as those governing software and cryptographic materials. These export laws and regulations restrict the destination and end users, as well.

20. Miscellaneous Terms

1. • Entire Agreement. This Agreement constitutes the entire agreement between you and Clipkick and governs the terms and conditions of your use of the Services, and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Clipkick with respect to the Services. Notwithstanding the foregoing, you may also be subject to additional terms and conditions, posted policies (including but not limited to the Privacy Policy), guidelines, or rules that may apply when you use or purchase certain elements of the Services, Affiliate or advertiser services, third-party content or third-party software.
   • No Waiver. The failure of Clipkick to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision. Any waiver of this Agreement by Clipkick must be in writing and signed by an authorized representative of Clipkick.
   • Severability. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties’ intentions as reflected in the provision and the other provisions of this Agreement remain in full force and effect.
   • Section Titles. The section titles in this Agreement are for convenience only and have no legal or contractual effect.
   • No Partnership. Nothing contained in the Agreement will be construed to constitute either party as a partner, joint venturer, employee or agent of the other party, nor may either party hold itself out as such. Neither party has any right or authority to incur, assume or create, in writing or otherwise, any warranty, liability or other obligation of any kind, express or implied, in the name of or on behalf of the other party, it being intended by both parties that each will remain independent contractors responsible for its own actions.

For any questions, or to report any violations of this Agreement to Clipkick, please email us at support@Clipkick.io.