Terms of Service
Arbitration Clause: Section 16 of this agreement requires most disputes between us to be resolved individually through binding arbitration instead of in court. See section 16 for details and opt-out information.
If you subscribe to our Services for an initial term, this Agreement will auto-renew for the same duration at eShelf.io's then-current fee unless you opt-out as per section 8.2 below. By accessing our Website, using our Application, or using our Services, you agree to this Agreement. You must be of legal age in your jurisdiction and have the authority to enter into this Agreement personally or on behalf of an entity you represent. If you disagree, do not use our Services.
Additional terms and policies may apply, as outlined in "Supplemental Terms." In case of conflicts between this Agreement and Supplemental Terms, the latter prevail.
eShelf.io reserves the right to amend this Agreement and related policies at any time, effective upon posting updates. Regularly review these terms; your continued use signifies acceptance of changes.
1. Use of the Services
1.1 Services. eShelf.io's Services are protected by worldwide copyright laws. Subject to this Agreement, eShelf.io grants you a limited license to reproduce portions of the Services solely for personal and professional use. Unless specified in a separate license, your right to use any Services is subject to these Terms.
1.2 Application License. Subject to your compliance with this Agreement, eShelf.io grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to download, install, and use a copy of the Application on a single mobile device or computer under your ownership or control. You may use the Application solely for personal or internal business purposes. If you access the Application via the Apple App Store, you must adhere to Apple's "Usage Rules." For Google Play Sourced Applications, additional license rights may apply within your designated family group.
1.3 Updates. Recognize that eShelf.io's Services evolve, and updates may be required for installed Services. You agree that eShelf.io can update Services with or without notice. To maintain compatibility, you may need to update third-party software.
1.4 Certain Restrictions. Your rights under this Agreement are subject to these restrictions: (a) no commercial exploitation, (b) no modification, reverse engineering, or derivative works except where prohibited by law, (c) no use to create similar services, (d) no unauthorized copying or transmission, and (e) no removal of copyright notices. Future releases or updates are also governed by this Agreement. eShelf.io and its partners retain all rights not expressly granted herein. Unauthorized use terminates granted licenses.
2.1 Registering Your Account. To access specific features of eShelf.io's Services, you may need to become a Registered User. A "Registered User" refers to a user with a registered account on the Website ("Account"), a valid account on a social networking service ("SNS") connected to the Website (each such account, a "Third-Party Account"), or an account with the provider of the Application for your mobile device.
2.2 Access Through a SNS. If you access the Services through an SNS as part of the Application or Services, you can link your Account with Third-Party Accounts. By permitting eShelf.io to access your Third-Party Account, you confirm that you have the right to disclose your Third-Party Account login information and grant access without violating any third-party terms. This allows eShelf.io to access, make available, and store any Content you provide to and stored in your Third-Party Account ("SNS Content") on the Services via your Account. Unless otherwise stated in this Agreement, all SNS Content is considered Your Content (as defined in Section 3.1) for all Agreement purposes. Depending on your chosen Third-Party Accounts and their privacy settings, personally identifiable information posted to your Third-Party Accounts may be available on the Services via your Account. Please note that if a Third-Party Account becomes unavailable or eShelf.io's access is terminated, SNS Content will no longer be accessible on the Services. You can disable the connection between your Account and Third-Party Accounts via the "Settings" section of the Website. Your relationship with third-party service providers is governed solely by your agreements with them, and eShelf.io disclaims liability for personally identifiable information provided in violation of your third-party account privacy settings. eShelf.io does not review SNS Content for accuracy, legality, or non-infringement and is not responsible for it.
2.3 Registration Data. When registering an account, you agree to (a) provide true, accurate, current, and complete information (the "Registration Data"); and (b) keep the Registration Data accurate and up-to-date. You confirm that you are (m) of legal age to form a binding contract, and (n) not barred from using Services under applicable laws. You are responsible for all activities under your Account. Do not share your Account or password, and promptly notify eShelf.io of any unauthorized use or security breach. If you provide false or incomplete information, eShelf.io may suspend or terminate your Account. You agree not to create an Account using false information or on behalf of someone else, and not to create an Account if previously removed or banned by eShelf.io.
2.4 Your Account. You acknowledge that you have no ownership or property interest in your Account. All rights to your Account belong to eShelf.io.
2.5 Necessary Equipment and Software. You are responsible for providing the equipment and software required to connect to Services, including a suitable mobile device for mobile components. You are responsible for any associated fees, including Internet or mobile fees.
3. Responsibility for Content
3.1 Types of Content. You acknowledge that all data, photos, images, videos, text, music, comments, and other information (collectively "Content") are the sole responsibility of the party originating such Content. This means that you, not eShelf.io, are entirely responsible for all Content you upload, post, email, transmit, or otherwise make available ("Make Available") through the Services ("Your Content"). Similarly, you and other Registered Users, not eShelf.io, are responsible for all Content you and they Make Available through the Services ("User Content").
3.2 No Obligation to Pre-Screen Content. You acknowledge that eShelf.io is not obligated to pre-screen Content, including User Content, but eShelf.io reserves the right, at its discretion, to pre-screen, refuse, or remove any Content. By agreeing to this Agreement, you provide irrevocable consent to such monitoring. You acknowledge and understand that you have no expectation of privacy regarding the transmission of Your Content, including chat, text, or voice communications. If eShelf.io pre-screens, refuses, or removes Content, it does so for its own benefit, not yours. eShelf.io has the right to remove any Content that violates the Agreement or is objectionable.
3.3 Storage. eShelf.io assumes no responsibility or liability for the deletion or accuracy of any Content, including Your Content, the failure to store, transmit, or receive Content, or the security, privacy, storage, or transmission of other communications related to the use of the Services. You agree that eShelf.io has the right to impose reasonable limits on the use and storage of Content, including Your Content, such as limits on file size, storage space, processing capacity, and other limits specified within the Application or determined by eShelf.io in its sole discretion.
4.1 Services. Except for Your Content and User Content, you acknowledge that eShelf.io and its suppliers own all rights, title, and interest in the Services. You will not remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices associated with the Services.
4.2 Trademarks. eShelf.io, along with related graphics, logos, service marks, and trade names used in connection with the Services, are trademarks of eShelf.io and may not be used without permission in connection with your or any third-party products or services. Other trademarks, service marks, and trade names appearing on the Services are the property of their respective owners.
4.3 Your Content. eShelf.io does not claim ownership of Your Content. However, when you, as a Registered User, post or publish Your Content on the Services, you represent that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, communicate to the public, perform, and display Your Content (in whole or in part) worldwide and/or to incorporate it into other works in any form, media, or technology, whether now known or later developed, for the full term of any worldwide intellectual property right that may exist in Your Content.
4.4 License to Your Content. Subject to applicable account settings you select, you grant eShelf.io a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive, and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) for the purpose of operating and providing Services to you and other Registered Users. Please note that other Registered Users may search for, see, use, modify, and reproduce any of Your Content that you submit to any "public" area of the Services. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Your Content, has waived all such rights and granted you the right to grant the license stated above. You agree that you, not eShelf.io, are responsible for all of Your Content you Make Available on the Services.
4.5 Feedback. You agree that submitting any chats, ideas, suggestions, documents, and/or proposals to eShelf.io through its suggestion, feedback, wiki, forum, or similar pages or mechanisms ("Feedback") is at your own risk, and eShelf.io has no obligations (including obligations of confidentiality) regarding such Feedback. You represent and warrant that you have all necessary rights to submit the Feedback. You hereby grant eShelf.io a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise exploit, whether commercially or non-commercially, any and all Feedback. This license is granted in connection with the operation and maintenance of Services and eShelf.io's business.
5. User Conduct
5.1 General. When using or accessing eShelf.io's Services, you agree not to, under any circumstances:
- Violate any laws, third-party rights, or eShelf.io's systems, policies, or Account status determinations.
- Interfere with or damage the Services, including using viruses, harmful code, or similar methods.
- Post false, misleading, defamatory, or libelous content.
- Engage in blackmail, harassment, intimidation, or bullying of other users.
- Undermine eShelf.io's feedback or ratings systems.
- Bypass robot exclusion headers, interfere with the Services, or overload eShelf.io's infrastructure.
- Share unsolicited or unauthorized advertising, promotional materials, spam, or other solicitations.
- Collect, harvest, transmit, distribute, post, or submit information about others, including photographs, personal contact information, or financial data, without permission.
5.2 Acceptable Use. This policy defines the conduct standards required on eShelf.io's Services to protect their integrity and other users. Prohibited activities include:
- Engaging in illegal activities or promoting illegal behavior.
- Sharing graphic, harmful, or threatening content, including self-harm or terrorist activities.
- Exploiting or abusing children or posting content that sexualizes children.
Facilitating harassment, bullying, defamation, or threats.
- Promoting hate speech, violence, or discrimination based on various characteristics.
Misappropriating or infringing upon intellectual property rights.
- Sharing malicious software, malware, viruses, or other harmful code.
- Engaging in deceptive practices, impersonation, or fraud.
- Violating personal privacy or compromising legal rights.
- Interfering with the Services or third-party products or services connected to them.
If you violate this policy or enable others to do so, eShelf.io will take necessary actions to protect its users and third parties, which may include quarantining or deleting data, suspending your access to the Services, or terminating your agreement. Violating this policy may result in termination, and no compensation will be provided for service interruptions caused by policy violations.
5.3 Investigations. eShelf.io may, but is not obligated to, monitor or review the Services and Content. eShelf.io reserves the right to remove Your Content for any reason, including policy violations. While eShelf.io generally does not monitor user activity, it may investigate violations and take appropriate actions, including terminating your license or altering Your Content, without prior notice. If you suspect policy violations by eShelf.io customers, contact [email protected].
6. Interaction with Other Users
6.1 User Responsibility. You are solely responsible for your interactions with other Registered Users and any other parties you engage with on eShelf.io. eShelf.io reserves the right but is not obligated, to mediate in such disputes. You acknowledge that eShelf.io will not be liable for any disputes or liabilities arising from such interactions.
6.2 Content Provided by Other Users. The Services may contain User Content provided by other Registered Users. eShelf.io is not responsible for and does not have control over, User Content. eShelf.io has no obligation to review or monitor User Content and does not endorse or make representations or warranties regarding User Content. Your use of User Content and interactions with other Registered Users are at your own risk.
7. Third-Party Services
7.1 Third-Party Links. eShelf.io may include links to third-party services, such as websites, applications, or advertisements ("Third-Party Links"). When you click on such links, you may exit eShelf.io. eShelf.io does not control or endorse Third-Party Links and provides them for your convenience. eShelf.io does not review, approve, monitor, or make representations about Third-Party Links or their associated content, products, or services. Your use of Third-Party Links is at your own risk.
7.2 App Stores. You acknowledge that the availability of the eShelf.io Application and Services depends on the third party from which you obtained the Application license (e.g., the Apple App Store or Google Play Store). The Agreement is between you and eShelf.io, not the App Store. eShelf.io is solely responsible for the Services, including the Application and its content, maintenance, support, and warranty. You are responsible for any fees associated with accessing and using the Application and Services.
7.3 Accessing and Downloading the Application from iTunes. If you access or download the eShelf.io Application from the Apple App Store:
- The Agreement is between you and eShelf.io.
Apple has no obligation to provide maintenance and support for the Application.
- In case of a warranty claim, you may notify Apple, but any other claims, losses, liabilities, damages, costs, or expenses related to the Application are eShelf.io's responsibility.
- Apple is not responsible for addressing any claims, including intellectual property infringement claims, related to the Application or your use of it.
- Apple and its subsidiaries are third-party beneficiaries of the Agreement as it relates to your license of the App Store Sourced Application.
7.4 Accessing and Downloading the Application from the Google Play Store. If you access or download the eShelf.io Application from the Google Play Store:
- The Agreement is between you and eShelf.io.
- Google is not responsible for the Application or the Agreement.
- Google is a third-party beneficiary of the Agreement as it relates to the Google Play Sourced Application.
8. Fees and Purchase Terms
8.1 Payment. You agree to make payments for all applicable fees or charges to your eShelf.io Account in accordance with the fees, charges, and billing terms in effect at the time of payment. To sign up for eShelf.io's Services, you must provide valid payment information, such as a credit card (Visa, MasterCard, or any other accepted issuer). Your payment is subject to the terms of your Payment Provider agreement, which governs your use of the designated credit card. By providing your payment information, you authorize eShelf.io to immediately invoice your Account for all fees and charges due. No additional notice or consent is required. You must promptly notify eShelf.io of any changes to your billing address or credit card information. eShelf.io reserves the right to change prices and billing methods, with notice through the Services or email.
8.2 Subscription Fees. You are responsible for paying the applicable subscription fee for eShelf.io's subscription services (the "Subscription Fee"). Your subscription will continue until terminated in accordance with this Agreement. After each subscription period, it will automatically renew unless canceled. To cancel, you must do so at least thirty (30) days before the next Renewal Commencement Date. If you do not want automatic renewal, or if you want to change or terminate your subscription, you can manage your subscription through the "Plan" tab under "Workplace Settings" or by contacting [email protected]. If you cancel your subscription, it remains active until the end of the current term, and no prorated refunds will be provided. You authorize eShelf.io to charge your Payment Provider at the start of each subscription period. If eShelf.io does not receive payment, you agree to pay upon demand, and eShelf.io may suspend or terminate your subscription.
8.3 Taxes. Payments do not include any Sales Tax unless required by law. If eShelf.io is obligated to collect Sales Tax, it will do so in addition to other payments. If you have not remitted the required Sales Tax to eShelf.io, you will be responsible for payment, penalties, and interest. You must provide official receipts or evidence of tax payment as requested by eShelf.io.
8.4 Withholding Taxes. You must make all fee payments to eShelf.io without withholding taxes. Any withholding taxes imposed on your fee payments will be your responsibility. You must provide official receipts or evidence of tax payment as requested by eShelf.io.
8.5 Free Trials and Promotions. Free trials or promotions offering Registered User access must be used within the specified time. Upon trial expiration, further use is prohibited unless you pay the applicable subscription fee. If inadvertently charged for a subscription, please contact eShelf.io to reverse the charges.
You agree to indemnify and hold eShelf.io, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, an "eShelf.io Party" and collectively, the "eShelf.io Parties") harmless from any losses, costs, liabilities, and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (a) Your Content; (b) your use of, or inability to use, any Service; (c) your violation of this Agreement; (d) your violation of any rights of another party, including any Registered Users; or (e) your violation of any applicable laws, rules, or regulations. eShelf.io reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with eShelf.io in asserting any available defenses. This provision does not require you to indemnify any of the eShelf.io Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation, or concealment, suppression, or omission of any material fact in connection with the Application or any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, this Agreement, and/or your access to Services.
10. Disclaimer of Warranties and Conditions
10.1 As Is. You expressly understand and agree that to the extent permitted by applicable law, your use of services is at your sole risk, and services are provided on an "as is" and "as available" basis, with all faults. eShelf.io Parties expressly disclaim all warranties, representations, and conditions of any kind, whether express or implied, including, but not limited to, the implied warranties or conditions of merchantability, fitness for a particular purpose, and non-infringement arising from the use of the application. eShelf.io Parties make no warranty, representation, or condition that: (1) the services will meet your requirements; (2) your use of the services will be uninterrupted, timely, secure, or error-free; or (3) the results that may be obtained from the use of services will be accurate or reliable.
Any content downloaded from or otherwise accessed through the services is accessed at your own risk, and you shall be solely responsible for any damage to your property, including, but not limited to, your computer system and any device you use to access the services, or any other loss that results from accessing such content. The services may be subject to delays, cancellations, and other disruptions. eShelf.io makes no warranty, representation, or condition with respect to services, including but not limited to, the quality, effectiveness, reputation, and other characteristics of services.
No advice or information, whether oral or written, obtained from eShelf.io or through the services, will create any warranty not expressly made herein. From time to time, eShelf.io may offer new "beta" features or tools with which its users may experiment. Such features or tools are offered solely for experimental purposes and without any warranty of any kind and may be modified or discontinued at eShelf.io's sole discretion. The provisions of this section apply with full force to such features or tools.
10.2 No Liability for Conduct of Third Parties. You acknowledge and agree that eShelf.io Parties are not liable, and you agree not to seek to hold eShelf.io Parties liable, for the conduct or omissions of third parties, including any users of the Services, and that the risk of injury from such third parties rests entirely with you.
10.3 No Liability for Conduct of Other Users. You are solely responsible for all of your interactions with other users of the Services. You understand that eShelf.io does not make any attempt to verify the statements of users of the Services. eShelf.io makes no representations or warranties as to the conduct of users of the Services. You agree to take reasonable precautions in all interactions with other users of the Services.
11. Limitation of Liability
11.1 Disclaimer of Certain Damages. You understand and agree that in no event shall eShelf.io Parties be liable for any loss of profits, revenue or data, indirect, incidental, special, or consequential damages, or damages or costs due to loss of production or use, business interruption, procurement of substitute goods or services, in each case whether or not eShelf.io has been advised of the possibility of such damages, arising out of or in connection with the Agreement or interactions with other users of Services, on any theory of liability, resulting from: (1) the use or inability to use Services; (2) the cost of procurement of substitute goods or services resulting from any goods, data, information, or services purchased or obtained or messages received for transactions entered into through Services; (3) unauthorized access to or alteration of your transmissions or data; (4) statements or conduct of any third party on Services; or (5) any other matter related to Services, whether based on warranty, copyright, contract, tort (including negligence), or any other legal theory. The foregoing cap on liability shall not apply to liability of an eShelf.io Party for (a) death or personal injury caused by an eShelf.io Party’s negligence; or for (b) any injury caused by an eShelf.io Party’s fraud or fraudulent misrepresentation.
11.2 Cap on Liability. Under no circumstances will eShelf.io Parties be liable to you for more than the greater of (a) the total amount paid to eShelf.io by you during the one-month period prior to the act, omission, or occurrence giving rise to such liability; (b) the remedy or penalty imposed by the statute under which such claim arises; or (c) one hundred dollars ($100). The foregoing cap on liability shall not apply to liability of an eShelf.io Party for (a) death or personal injury caused by an eShelf.io Party’s negligence; or for (b) any injury caused by an eShelf.io Party’s fraud or fraudulent misrepresentation.
11.4 Basis of the Bargain. The limitations of damages set forth above are fundamental elements of the basis of the bargain between eShelf.io and you.
12. Procedure for Making Claims of Copyright Infringement
It is eShelf.io's policy to terminate membership privileges of any Registered User who repeatedly infringes copyright upon prompt notification to eShelf.io by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on Services in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of the location on Services of the material that you claim is infringing; (d) your address, telephone number, and e-mail address; (e) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for eShelf.io's Copyright Agent for notice of claims of copyright infringement is as follows: eShelf.io, Attn: Copyright Agent, [email protected].
13.1 Violations. If eShelf.io becomes aware of any possible violations by you of the Agreement, eShelf.io reserves the right to investigate such violations. If, as a result of the investigation, eShelf.io believes that criminal activity has occurred, eShelf.io reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. eShelf.io is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in Services, including Your Content, in eShelf.io’s possession in connection with your use of Services, to (a) comply with applicable laws, legal process or governmental request; (b) enforce the Terms, (c) respond to any claims that Your Content violates the rights of third parties, (d) respond to your requests for customer service, or (e) protect the rights, property or personal safety of eShelf.io, its Registered Users or the public, and all enforcement or other government officials, as eShelf.io in its sole discretion believes to be necessary or appropriate.
13.2 Breach. In the event that eShelf.io determines, in its sole discretion, that you have breached any portion of the Agreement, or have otherwise demonstrated conduct inappropriate for Services, eShelf.io reserves the right to:
- Warn you via e-mail (to any e-mail address you have provided to eShelf.io) that you have violated the Agreement;
- Delete any of Your Content provided by you or your agent(s) to Services;
- Discontinue your registration(s) with any of Services;
- Discontinue your subscription to any Services;
Notify and/or send Content to and/or fully cooperate with the proper law enforcement authorities for further action; and/or
Pursue any other action which eShelf.io deems to be appropriate.
This Agreement will remain in full force and effect until terminated as set forth herein. You may terminate your Account, your access to the Services, and this Agreement at any time, for any reason by emailing [email protected]; provided, however, that you must cancel your subscription before it renews (i.e., in accordance with Section 8.2 above), in order to avoid the Subscription Fee for the renewal term. If you do not cancel the applicable Service prior to the renewal term, you shall remain responsible for paying the Service Subscription Fee for the rest of the then-current subscription term. At its sole discretion, eShelf.io may modify or discontinue the Services, or may modify, suspend or terminate your access to the Services, for any reason, with or without notice to you and without liability to you or any third party. In addition to suspending or terminating your access to the Services, eShelf.io reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress. Even after your right to use the Services is terminated, this Agreement will remain enforceable against you and unpaid amounts you owe to eShelf.io will remain due. All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
15. International Users
eShelf.io can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that eShelf.io intends to announce such Services or Content in your country. Services are controlled and offered by eShelf.io from its facilities in the United States of America. eShelf.io makes no representations that Services are appropriate or available for use in other locations. Those who access or use Services from other countries do so at their own volition and are responsible for compliance with local law.
16. Dispute Resolution
Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with eShelf.io and limits the manner in which you can seek relief from us. This Section 16 only applies to residents of the United States.
16.1 Applicability of Arbitration Agreement. You agree that any dispute, claim, or request for relief relating in any way to your access or use of the Website, to any products sold or distributed through the Website, or to any aspect of your relationship with eShelf.io, will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims or seek relief in small claims court if your claims qualify; and (2) you or eShelf.io may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents).
This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of this Agreement or any prior version of this Agreement.
16.2 Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send an email requesting arbitration and describing your dispute or claim or request for relief to [email protected]. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims, counterclaims, or request for relief under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other disputes shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, eShelf.io will pay them for you. In addition, eShelf.io will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for disputes, claims, or requests for relief totaling less than $10,000 unless the arbitrator determines the claims are frivolous.
You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
16.3 Authority of Arbitrator. The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including, but not limited to, any assertion that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and eShelf.io. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
16.4 Waiver of Jury Trial. You and eShelf.io hereby waive any constitutional and statutory rights to sue in court and have a trial in front of a judge or a jury. You and eShelf.io are instead electing that all disputes, claims, or requests for relief shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 16.1 above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
16.5 Waiver of Class or Other Non-Individualized Relief. All disputes, claims, and requests for relief within the scope of this arbitration agreement must be arbitrated on an individual basis and not on a class or collective basis; only individual relief is available, and claims of more than one customer or user cannot be arbitrated or consolidated with those of any other customer or user. If a decision is issued stating that applicable law precludes enforcement of any of this section’s limitations as to a given dispute, claim, or request for relief, then such aspect must be severed from the arbitration and brought into the State or Federal Courts located in the State of New York. All other disputes, claims, or requests for relief shall be arbitrated.
16.6 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: [email protected], within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your eShelf.io username (if any), the email address you used to set up your eShelf.io account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have or may enter into in the future with us.
16.7 Severability. Except as provided in Section 16.5, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed, and the remainder of the Arbitration Agreement shall continue in full force and effect.
16.8 Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with eShelf.io.
16.9 Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if eShelf.io makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing to eShelf.io at [email protected].
17. General Provisions
17.1 Electronic Communications. The communications between you and eShelf.io may take place via electronic means, whether you visit Services or send eShelf.io e-mails, or whether eShelf.io posts notices on Services or communicates with you via e-mail.
For contractual purposes, you (a) consent to receive communications from eShelf.io in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that eShelf.io provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing.
The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq. (“E-Sign”).
17.2 Release. You hereby release eShelf.io Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from any interactions with or conduct of other Users, first responders or medical personnel of any kind arising in connection with or as a result of the Agreement or your use of Services. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights, and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by an eShelf.io Party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Application or any Services provided hereunder.
17.3 Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without eShelf.io’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
17.4 Force Majeure. eShelf.io shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
17.5 Questions, Complaints, Claims. If you have any questions, complaints, or claims with respect to Services, please contact us at [email protected]. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
17.6 Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and eShelf.io agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in New York, New York.
17.7 Governing Law. The Terms and any action related thereto will be governed and interpreted by and under the laws of the State of NEW YORK, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to the AGREEMENT.
17.8 Notice. Where eShelf.io requires that you provide an e-mail address, you are responsible for providing eShelf.io with your most current e-mail address. In the event that the last e-mail address you provided to eShelf.io is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, eShelf.io’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to eShelf.io at [email protected]. Such notice shall be deemed given when received by eShelf.io by email.
17.9 Waiver. Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
17.10 Severability. If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
17.11 Export Control. You may not use, export, import, or transfer Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained Services, and any other applicable laws. In particular, but without limitation, Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using Services, you represent and warrant that (y) 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 (z) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by eShelf.io are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer eShelf.io products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
17.12 Consumer Complaints. In accordance with the laws of the State of New York, you may report complaints to the appropriate regulatory authorities or consumer protection agencies within the state. Please refer to the official New York state government website or contact the relevant agencies for more information on how to file complaints or address consumer issues.
17.13 Entire Agreement. The Agreement is the final, complete, and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
eShelf, Inc. welcomes your questions or comments regarding this Statement of Privacy. If you believe that eShelf, Inc. has not adhered to this Statement, please contact eShelf, Inc. at:
NEW YORK, New York 10174
Email Address: [email protected]