AllVoices Holding Co. (the "Company"), maintains this website (the "Site") as a service to its existing and potential customers. By visiting or using the Site, you are agreeing to comply with and be bound by the terms and conditions of these Terms of Use and any operating rules, regulations, policies, and procedures that may be modified from time-to-time on the Site (the "Terms"). Your use of any current or future service(s) provided by the Company (collectively, the "Services") shall be governed in accordance with an applicable service agreement, and any applicable and specific terms and conditions (collectively, the "Service Agreement(s)"). The Terms govern your access to and use of the Site. If you are using the Site on behalf of your employer, you represent that you are authorized to accept these Terms on your employer's behalf. In the case of any violation of the Terms, Company reserves the right to seek all remedies available by contract, law and in equity for such violations. The Terms apply to all visits to the Site, both now and in the future. 

ANY VIOLATION OF THESE TERMS MAY RESULT IN THE SUSPENSION OR TERMINATION OF YOUR ACCOUNT, THE SERVICES OR SUCH OTHER ACTION PERMITTED IN ACCORDANCE WITH THE APPLICABLE COMPANY SERVICE AGREEMENT.

INTERNET ABUSE
You are prohibited from engaging in any form of Internet abuse, including but not limited to: (a) distributing, publishing, or sending any kind of unsolicited or unwelcome email to any number of network users (commonly referred to as "junk mail" or "spam"), including, without limitation, mass promotions, unauthorized or unsolicited commercial advertising, and informational announcements, anywhere on the Internet; (b) posting a single article or substantially similar articles to an excessive number of newsgroups or mailing lists; (c) repeated or deliberate posting of articles that are off-topic according to the charter of the newsgroup or mail list where such articles are posted; (d) posting commercial advertising in a conference or newsgroup, unless it is specifically permitted to be posted within that group; or (e) violating the CAN-SPAM Act.

ENFORCEMENT
Company reserves the right and has absolute discretion to enforce the Terms. Company may, in its sole discretion, immediately terminate or suspend: (i) the Services and/or (iii) access to this Site, if it determines that your offerings or activities violate the Terms. Without limitation, Company also reserves the right to report any activity (including the disclosure of appropriate data information) that it suspects may violate any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties. Company also may cooperate with appropriate law enforcement agencies to assist in the investigation and prosecution of any illegal conduct. If you want to report any violations of these guidelines, please contact Company at support@allvoices.co 

MODIFICATIONS TO THE SITE
Company reserves the right to amend the Terms and modify or discontinue all or part of the Site, temporarily or permanently, with or without notice, and is not obligated to support or update the Site. The amended Terms shall automatically become effective immediately after they are initially posted on this Site. Your continued use of the Site after the posting of the amended Terms on the Site constitutes your affirmative: (a) acknowledgment of the Terms and its modifications; and (b) agreement to abide and be bound by the Terms, as amended. Should you object to any modifications of the Terms, your only recourse is to immediately: (a) terminate use of the Site and/or Services; and (b) notify Company of termination.

LINKS TO THIRD PARTY SITES ARE NOT ENDORSEMENTS
The Site may contain links to third-party web sites. The linked sites are not under the control of Company, and Company is not responsible for the contents or policies of any linked site. Company provides these links as a convenience only, and a link does not imply endorsement of, sponsorship of, or affiliation with the linked site by Company. 

INTELLECTUAL PROPERTY RIGHTS
The Site is proprietary to Company. All the text, images, marks, logos and other content of the Site ("Site Content") is proprietary to Company or to third parties from whom Company has obtained permission. Company authorizes you to view, download, and print the Site Content provided that: (i) you may only do so for your own personal and non-commercial use; (ii) you may not copy, publish or redistribute any Site Content; (iii) you may not modify Site Content; (iv) you may not remove any copyright, trademark, or other proprietary notices that have been placed in the Site Content by Company. Except as expressly permitted above, reproduction or redistribution of the Site Content, or any portion of the Site Content, is strictly prohibited without the prior written permission of Company. To request permission you may contact Company at support@allvoices.co You represent and warrant that your use of Site Content will be consistent with this license and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties.

WARRANTY
THIS SITE IS PROVIDED ON AN "AS IS", "AS AVAILABLE" BASIS. COMPANY DOES NOT REPRESENT OR WARRANT THAT THE SITE WILL BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE, ENTIRELY ERROR-FREE OR VIRUS FREE NOR DOES COMPANY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR AS TO THE ACCURACY OR RELIABILITY OF ANY CONTENT OR ANY INFORMATION OR PRODUCTS OBTAINED THROUGH THE SITE OR THAT DEFECTS IN THE SITE WILL BE CORRECTED. YOU EXPRESSLY ACKNOWLEDGE THAT THIS SITE ARE COMPUTER NETWORK-BASED SERVICES, WHICH MAY BE SUBJECT TO OUTAGES, INTERRUPTIONS, ATTACKS BY THIRD PARTIES AND DELAY OCCURRENCES. IN SUCH AN EVENT AND SUBJECT TO THE TERMS HEREOF, COMPANY SHALL USE COMMERCIALLY REASONABLE EFFORTS TO REMEDY MATERIAL INTERRUPTIONS AND WILL PROVIDE ADJUSTMENTS, REPAIRS AND REPLACEMENTS, WITHIN ITS CAPACITY, THAT ARE NECESSARY TO ENABLE THE SITE TO PERFORM THEIR INTENDED FUNCTIONS IN A REASONABLE MANNER. YOU ACKNOWLEDGE THAT COMPANY DOES NOT WARRANT THAT SUCH EFFORTS WILL BE SUCCESSFUL. IF COMPANY'S EFFORTS ARE NOT SUCCESSFUL, YOU MAY TERMINATE THE APPLICABLE SERVICE AGREEMENT AND CEASE USING THE SITE. THE FOREGOING SHALL CONSTITUTE YOUR SOLE REMEDY, AND COMPANY'S SOLE LIABILITY, IN THE EVENT OF INTERRUPTION, OUTAGE OR OTHER DELAY OCCURRENCES OF THE SITE. YOU WAIVE AND COVENANT NOT TO ASSERT ANY CLAIMS OR ALLEGATIONS OF ANY NATURE ARISING FROM OR RELATING TO YOUR USE OF THE SITE, INCLUDING, WITHOUT LIMITATION, ALL CLAIMS AND ALLEGATIONS RELATING TO THE ALLEGED INFRINGEMENT OF PROPRIETARY RIGHTS, THE ALLEGED INACCURACY OF CONTENT, OR ALLEGATIONS THAT COMPANY HAS OR SHOULD INDEMNIFY, DEFEND, OR HOLD YOU HARMLESS FROM ANY CLAIM OR ALLEGATION ARISING FROM YOUR USE, REPUBLICATION OR OTHER EXPLOITATION OF THE SITE. YOU USE THE SITE AT YOUR OWN RISK AND NEITHER COMPANY NOR THE PARTIES WHO PROVIDE INFORMATION AND MATERIALS FOR PUBLICATION WITHIN THE SITE WILL BE LIABLE FOR ANY DAMAGES ARISING FROM YOUR USE OF THIS SITE. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE OR THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO ITS COMPUTER SYSTEM, LOSS OF SERVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.

DISCLAIMER
COMPANY SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS WHETHER EXPRESS OR IMPLIED, ARISING BY STATUTE, OPERATION OF LAW, USAGE OF TRADE, COURSE OF DEALING, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE WITH RESPECT TO THE SITE. FOR THE AVOIDANCE OF DOUBT, YOU AGREE THAT COMPANY DOES NOT REPRESENT OR WARRANT THAT THE SITE WILL BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE, OR ENTIRELY ERROR-FREE.

LIMITATION OF LIABILITY
COMPANY EXPRESSLY DISCLAIMS ANY LIABILITY OR LOSS ARISING FROM OR RELATED TO THE SITE (HOWEVER ARISING, INCLUDING NEGLIGENCE), INCLUDING WITHOUT LIMITATION, LIABILITY OR LOSS ASSOCIATED WITH UNAUTHORIZED ACCESS TO ANY SERVER, WEBSITES, FACILITIES, OR YOUR DATA OR YOUR CUSTOMER DATA DUE TO ACCIDENT, ILLEGAL OR FRAUDULENT MEANS, INCLUDING HACKING, OR DEVICES USED BY ANY THIRD PARTY, OR OTHER CAUSES BEYOND COMPANY'S REASONABLE CONTROL.YOU EXPRESSLY AGREE THAT COMPANY SHALL NOT BE LIABLE FOR ANY LOSS ARISING FROM INFILTRATION OF THE SITE BY MEANS OF SOFTWARE VIRUSES, TROJAN HORSES, WORMS, TIME BOMBS, OR ANY OTHER SOFTWARE PROGRAMS, OR TECHNOLOGY DESIGNED OR INTENDED TO DISRUPT, DAMAGE, INTERCEPT OR EXPROPRIATE DATA FROM THE SITE.

AS A CONDITION OF USE OF THE SITE, YOU AGREE THAT NEITHER COMPANY, NOR ANY OFFICER, AFFILIATE, DIRECTOR, SHAREHOLDER, AGENT, CONTRACTOR OR EMPLOYEE OF COMPANY WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL LOSS OF PROFITS, LOSS OF EARNINGS, LOSS OF BUSINESS OPPORTUNITIES, DAMAGES, EXPENSES, OR COSTS RESULTING DIRECTLY OR INDIRECTLY FROM, OR OTHERWISE ARISING IN CONNECTION WITH THE SITE. THE LIMITATIONS SET FORTH IN THIS SECTION APPLY TO THE ACTS, OMISSIONS, NEGLIGENCE, AND GROSS NEGLIGENCE OF COMPANY AND ITS AFFILIATES, PARENTS, SUBSIDIARIES, CONTRACTORS, SUBCONTRACTORS, OFFICERS, DIRECTORS, SHAREHOLDERS, MANAGERS, EMPLOYEES, AND AGENTS, WHICH, BUT FOR THIS PROVISION, WOULD GIVE RISE TO A COURSE OF ACTION IN CONTRACT, OR ANY OTHER LEGAL DOCTRINE.

LIMITATION
EXCEPT AS OTHERWISE LIMITED, OUR LIABILITY AND THE LIABILITY OF OUR PARENT, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCES UNDER THESE TERMS SHALL BE LIMITED TO $100.

INDEMNIFICATION
You agree to indemnify, defend and hold harmless Company, its parents, subsidiaries, affiliates, directors, officers, shareholders, agents, contractors and employees, from any claim or demand, including reasonable attorneys' fees and court costs, made by any third party due to, arising from or out of: (a) your use of the Site; (b) your breach or alleged breach of any representation, warranty or other obligation; (c) your violation or alleged violation of any federal, state, international or local law and any and all regulations, rules or ordinances; (d) the negligence or willful misconduct by you or your employees or agents; (e) any violation of the Terms; (f) your infringement of any intellectual property or other legal right of any person or entity; or (g) your advertising, marketing, promotion, sale, or distribution of any products or services. In the event you cause fines and/or penalties to be charged to Company or any other entity, you agree to reimburse Company immediately for said fines and/or penalties.

ACCESS TO PASSWORD PROTECTED/SECURE AREAS
Access to and use of password protected and/or secure areas of the Site is restricted to authorized users only. Unauthorized individuals attempting to access these areas of the Site may be subject to prosecution.

SERVICES OFFERED BY COMPANY
When you enroll to obtain a Service from the Company, you accept the specific terms and conditions applicable to that Service in accordance with the applicable Service Agreement. Except as provided in the Service Agreement, Company does not warrant that any service description or content contained in this Site is accurate, current, reliable, complete, or error-free.

TERMINATION & EFFECT
Company may terminate access to the Site, with or without cause, at any time, and effective immediately. Termination shall be accompanied by a written or electronic notice to you. Company shall not be liable to you or any third party for termination. Should you object to any provision of the Terms or any subsequent modifications thereto, your only recourse is immediately to: (a) terminate use of the Site; and (b) notify Company of termination. Upon termination of access to the Site, your right to use the Site shall immediately cease.

PRIVACY POLICY
Information collected by the Site will be treated in accordance with Company's Privacy Policy located at https://www.allvoices.co/privacy, which is incorporated herein by reference.

GOVERNING LAW & JURISDICTION
The Site is accessible in all fifty states and other countries, and each of these places has laws that may differ from those of California and from each other. As you and Company both benefit from establishing a predictable legal environment in which to publish, access and use the Site, by publishing, accessing, and/or using this Site, you and Company agree that all matters arising from or relating to the use and operation of this Site will be governed by the laws of the State of California, without regard to its conflicts of laws principles. You agree that all claims it may have arising from or relating to the operation or use of this Site will be heard and resolved in the courts of Los Angeles, CA. You consent to the personal jurisdiction of such courts over it, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objections to proceeding in such courts.

TRADEMARKS
AllVoices, the AllVoices logo, are trademarks of the Company. All other company and product names referenced herein are the trademarks or registered trademarks of their respective holders. This list may be modified from time-to-time in the Company's discretion. You shall not register or attempt to register any of the Company's marks or trademarks that would reasonably be deemed to be confusingly similar to any of the Company's marks or trademarks. You shall comply with all standards with respect to the Company's marks and all uses of the marks shall be consistent with Company standards.

FORCE MAJEURE
Company shall not be liable for any losses arising out of the delay or interruption of its performance of obligations due to any acts of God, acts of civil or military authorities, civil disturbances, wars, strikes or other labor disputes, fires, transportation contingencies, interruptions in telecommunications, utility, Internet services or network provider services, acts or omissions by a third party, infiltration or disruption of the Site by a third party, or other catastrophes or occurrences that are beyond Company's reasonable control.

GENERAL
In the event that any provision of the Terms shall, in whole or in part, be determined to be invalid, unenforceable or void for any reason, such determination shall affect only the portion of such provision determined to be invalid, unenforceable or void, and shall not affect in any way the remainder of such provision or any other provision of the Terms. Company's failure to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. In the event of a conflict between the Terms and the applicable Service Agreement, the latter shall govern.

The business entity/company (the “Company”) for which you are a full-time or part-time employee, temporary worker,  contractor, or any other individual third party for which a Company has provided access  (“user” or “you”) has entered into a license subscription (“Subscription”) with AllVoices Holding Co. (“AllVoices,” “we,” “our,” or “us”) for access to our proprietary web-based platform (the “Platform”) for a variety of our employer services. One of those services as selected by the Company is our Anonymous Reporting tool (the “Service”), to which users shall have access.

These Terms of Use (“Terms”) for users of the Platform and Service are a legally binding contract between you and AllVoices regarding your use of the Service.

By accessing, using, or submitting a user submission via the Service and Platform, you agree that you have read and understood, and, as a condition to your use of the service, you agree to be bound by, the following Terms.

1. Service Overview and Access.

Subject to the provisions of this Agreement, including the Privacy Policy, as well as the payment of all applicable subscription fees by Company for the term of such Services, AllVoices grants to you, and you hereby accept, a limited, nonexclusive, nontransferable, worldwide right to use the Service, solely for the internal business reporting purposes of providing user reports, as set forth under the Service.

No rights are granted to you in anything owned by AllVoices (or its licensors) except as expressly set forth in these Terms. By using this Site, you hereby grant irrevocably to AllVoices a royalty-free, perpetual, worldwide license to use such data and information in accordance with this Agreement and the Privacy Policy.

You may use the Service only for the internal business purposes set forth above and shall not: (i) copy, modify, publish, sell, export, distribute, transfer or perform, or prepare derivative works of, reverse engineer, decompile or otherwise attempt to extract the source code or source data from the Service and/or Platform; (ii) attempt to disable, circumvent, or breach any security mechanisms used by the Service or otherwise attempt to gain unauthorized access to any portion or feature of the Service; (iii) use the Service in any way that infringes or violates any intellectual property rights or publicity/privacy rights; (iv) use the Service in violation of applicable laws; (v) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material violative of third party intellectual property rights or privacy rights; (vi) send or store material containing software viruses, worms, Trojan horses, or other harmful computer code, files, scripts, agents, or programs; (vii) interfere with or disrupt the integrity or performance of the Service or the data contained therein; (viii) attempt to gain unauthorized access to the Service or its related systems or networks; (ix) permit any other user or other third party to do any of the foregoing.

You will have access to the Service and Platform for so long as your Company has a valid subscription for the Services with AllVoices (and further provided that during such subscription, AllVoices has not prohibited an individual user’s access). You must have been provided lawful access to the Service and Platform by the Company. AllVoices will not be liable to you for any temporary delay, outages, or interruptions of the Service.

2. Representations and Warranties; Prohibited Conduct

2.1 Representations and Warranties. BY AGREEING TO THESE TERMS, YOU REPRESENT AND WARRANT TO US THAT: (a) you are at least of legal working age in your jurisdiction; (b) you have been provided rightful access rights to the Service and Platform via the Company; (c) you will comply with these Terms; (d) you will provide user reports in good faith; (e) you have not previously been suspended or removed from the Service; and (f) you will comply with all applicable laws and regulations in your use of the Service.

2.2 Prohibited Conduct. BY USING THE SERVICE YOU AGREE NOT TO: (a) use the Service for any illegal purpose or in violation of any local, state, national, or international laws or regulations; (b) harass, threaten, demean, embarrass, or otherwise harm any other person or entity; (c) submit a false report to AllVoices or make a knowingly false or fraudulent claim (including but not limited to manufacturing an individual or event, or submitting a claim for spiteful or malicious reasons); (d) perform any fraudulent activity including impersonating any person or entity, or claiming a false affiliation, or disguising the origin of any traffic to the Service; (e) obtain or attempt to obtain unauthorized access to the Service, or to AllVoices’ systems, networks or data, or interfere with security-related features of the Service, the operation of the Service, or impact any other user’s enjoyment of the Service; (f) Users shall not engage in any form of spamming, flooding, or abusive reporting practices on the Service, including but not limited to submitting an excessive number of reports that could reasonably be consolidated into fewer submissions, or that serve no legitimate reporting purpose.

2.3 Rights Relating to User Reports. AllVoices reserves the absolute and sole right to refuse to share any user report with Company or to share user reports with third parties (including but not limited to law enforcement).  

3. Ownership; Proprietary Rights

3.1. The Service is owned and operated by AllVoices. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), software, services, and all other elements of the Service (collectively “Materials”) are the property of AllVoices or its third party licensors. AllVoices reserves all rights to the Materials not granted expressly in these Terms.

4. Term and Termination

4.1. Term of Agreement. This Agreement shall commence on the date you first use the Service following provision of access by the Company and continues until the Subscription hereunder has expired or has been terminated or this Agreement has been terminated as provided herein (“Term”). Access to the Service remains conditional and is contingent on timely payment and fulfillment of all obligations with respect to this Agreement, the Subscription, and any related agreements. At the end of the term of this Agreement or the Subscription, all rights to access or use the Service shall end.

4.2. Termination. AllVoices may terminate access to the Services as follows:

a. Termination by AllVoices. AllVoices may terminate this Agreement immediately (i) for a failure by You to comply with the terms of this Agreement; (ii) in the event AllVoices discontinues the Service; (iii) in the event the Subscription between Company and AllVoices is terminated.

b. Suspension of Service. AllVoices may, directly or indirectly, and by use of a disabling device or by any other lawful means, suspend, terminate or otherwise deny your access to or use of all or any part of the Service, without incurring any resulting obligation or liability, if: (i) AllVoices receives a judicial or other governmental demand or order, subpoena or law enforcement request that expressly or by reasonable implication requires AllVoices to do so; or (ii) AllVoices believes, in its sole discretion, that: (aa) You have failed to comply with, any term of this Agreement, or accessed or used the Service beyond the scope of the rights granted or for a purpose not authorized under this Agreement or in any manner that does not comply with any instruction or requirement of AllVoices; (bb) You are, have been, or are likely to be involved in any fraudulent, misleading or unlawful activities; or (ccc) this Agreement expires or is terminated. This Section does not limit any of AllVoices other rights or remedies, whether at law, in equity.

5. Disclaimers; No Warranties

5.1 THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. TO THE EXTENT NOT PROHIBITED BY LAW, ALLVOICES DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. ALLVOICES DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND ALLVOICES DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.

5.2 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR ALLVOICES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE ALLVOICES ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA.

5.3 THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. AllVoices does not disclaim any warranty or other right that AllVoices is prohibited from disclaiming under applicable law.

6. Indemnity, and Limitation of Liability

6.1 To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend and indemnify AllVoices and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “AllVoices Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Service; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party; (e) any effort by you to identify another user of the Service. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your financial indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.

6.2 To the fullest extent permitted by law, in no event will the AllVoices Entities be liable to you for any indirect, incidental, special, consequential or punitive damages (including damages for loss of profits, goodwill, or any other intangible loss) arising out of or relating to your access to or use of, or your inability to access or use, the service or any materials or content on the service, whether based on warranty, contract, tort (including negligence), statute, or any other legal theory, and whether or not any AllVoices entity has been informed of the possibility of damage.

6.3 To the fullest extent permitted by law, the aggregate liability of AllVoices to you for all claims arising out of or relating to the use of or any inability to use any portion of the service or otherwise under these terms, whether in contract, tort, or otherwise, is limited to the greater of $100.

6.4 Each provision of these terms that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages is intended to and does allocate the risks between the parties under these terms. this allocation is an essential element of the basis of the bargain between the parties. Each of these provisions is severable and independent of all other provisions of these terms. The limitations in this section 6 will apply even if any limited remedy fails of its essential purpose.

7. Dispute Resolution and Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

The Agreement and all claims related thereto is governed by and shall be construed in accordance with the laws of the State of California, without giving effect to any conflict of laws principles, and the United States Federal Arbitration Act.

7.1 You hereby agree that any claim or dispute between you and AllVoices, whether brought by you or by AllVoices, arising out of or relating in any way to the Agreement, your use of our Site or any of our content, or other aspect of the Service, must be resolved through final, binding arbitration, except that either you or we may assert claims in small claims court if those claims qualify under applicable law. In addition, either you or we have the option to bring claims in court to enjoin infringement or other violation of intellectual property rights without seeking damages. This arbitration obligation applies regardless of whether the claim or dispute involves a warranty, tort, fraud, misrepresentation, product liability, negligence, violation of a statute, or any other legal theory. Unless you opt-out of arbitration as set forth below, the arbitrator, and not any federal, state or local court, will have exclusive authority to resolve any dispute relating to the interpretation, applicability, unconscionability, arbitrability, enforceability or formation of this arbitration provision, including any claim that all or any part of this arbitration provision is void or voidable. There is no judge or jury in arbitration, the arbitration will be subject to different rules than the rules that would apply in court, and court review of arbitration awards is very limited. However, an arbitrator can award on an individual basis the same damages and other relief as a court (including injunctive and declaratory relief and statutory damages), and must follow the Agreement, as a court would.

YOU AND WE SPECIFICALLY ACKNOWLEDGE AND AGREE THAT EACH OF US EXPRESSLY WAIVES THE RIGHT TO BRING A LAWSUIT IN COURT BASED ON ANY CLAIMS OR DISPUTES DESCRIBED, AND THAT YOU AND WE EXPRESSLY WAIVE THE RIGHT TO HAVE SUCH LAWSUIT RESOLVED BY A JUDGE OR JURY OR TO PARTICIPATE IN A CLASS ACTION. AS SUCH, YOU AND WE HEREBY AGREE TO RESOLVE ANY AND ALL CLAIMS DESCRIBED IN SECTION ABOVE VIA INDIVIDUAL BINDING ARBITRATION PER THE TERMS AND CONDITIONS SET FORTH IN THIS SECTION 7.

All arbitrations under the Agreement shall be conducted on an individual, and not on a class-wide, basis, and an arbitrator shall have no authority to certify a class or award class-wide relief.

YOU ACKNOWLEDGE AND AGREE THAT YOU AND COMPANY ARE EACH WAIVING YOUR RIGHTS TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, PRIVATE ATTORNEY GENERAL ACTION, OR ANY OTHER REPRESENTATIVE PROCEEDING.

The arbitrator is authorized only to award relief on behalf of the individual parties and only to their extent of their individual claims. You acknowledge and agree that unless otherwise agreed in writing by you and AllVoices, with regard to any claims hereunder, you may not seek to, and an arbitrator or court may not, join or consolidate your claims with any other similar claims. You agree you will not proceed in any court or arbitration proceedings as a representative of others (including in the capacity of a private attorney general), join in any court or arbitration proceedings brought by any other person, and understand that you may not be included as a member of any class that may be certified by a court or arbitrator. Your waivers of your rights to bring or participate in court proceedings and as a representative or member of a class applies specifically, but is not limited to, claims brought under California’s Unfair Competition Law, False Advertising Act and its Consumer Legal Remedies Act, Ohio’s Unfair and Deceptive Trade Practices Act and any other state consumer protection laws.

7.2 Informal Dispute Resolution Process

• Before commencing any arbitration proceedings under the Agreement, a party must first send to the other a written notice of dispute (“Notice”). Your Notice to AllVoices must be sent to: 1014 Broadway St. #9, Santa Monica, CA 90401. Notice to you will be to your email address(es) and street address(es), if any, that we have in our records at the time the notice is sent. A notice is only valid if it pertains to, and is on behalf of, a single individual. A notice provided or brought on behalf of multiple individuals is invalid as to all. The notice must include (i) the name, telephone number, mailing address, and email address of the person or entity seeking arbitration; (ii) a statement of the legal claims asserted and the factual basis for those claims; (iii) a description of the remedy sought and an accurate, good-faith calculation of the amount in controversy; (iv) the original personal signature of the party seeking arbitration; and (v) the original personal signature of any legal counsel or other representative purporting to represent the party seeking arbitration. For purposes of this paragraph, “original personal signature” does not include any digital, scanned, electronic, copied, or facsimile signature. An original personal signature on the notice certifies the following: (i) the notice is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of litigation; (ii) the claims and other legal contentions are warranted by existing law or by a non-frivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (iii) the factual contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery. The original personal signature by the party seeking arbitration shall verify under penalty of perjury that the factual statements contained in the notice are true and correct. Compliance with this paragraph tolls any applicable statute of limitations as to any dispute(s) stated in the notice that are subject to arbitration pursuant to this Section 7. After receipt of the notice, you and AllVoices agree to personally meet and confer, via telephone or videoconference, to attempt to resolve the dispute(s). If you are represented by counsel, your counsel may participate in the conference, but you shall also personally attend the conference, unless AllVoices states in writing that you are not required to personally attend. If a party’s claim is not resolved within sixty (60) days of delivery of the applicable Notice, you or we may commence arbitration proceedings in accordance with the Agreement.

• The aforementioned Informal Dispute Resolution process, including the written description and your personal participation in the meet and confer, is a prerequisite and condition precedent to commencing any formal dispute resolution proceeding (except with respect to claims filed in small claims court or claims that seek to enjoin infringement or other violation of intellectual property rights). You and AllVoices agree that any relevant limitation periods and filing fees or other deadlines will be tolled while the parties engage in this Informal Dispute Resolution process. You further agree that whether a complaining party has satisfied these Informal Dispute Resolution procedures, including whether the written description contained all required information, is an issue that can be decided by a court as a prerequisite for arbitration.

• The arbitration of any claim or dispute hereunder (including whether a valid arbitration agreement exists and whether it covers the dispute) shall be conducted by a single, neutral arbitrator pursuant to the Commercial Arbitration Rules of the American Arbitration Association or its successor (“AAA”) or, if you are an individual, the AAA's Consumer Arbitration Rules, which are available by calling the AAA, at 1-800-778-7879, or by visiting its website at www.adr.org. If those rules conflict with any portion of the Agreement, the Agreement shall control.

• The arbitrator shall conduct any calls, conferences, or hearings by teleconference or videoconference, unless the arbitrator determines that an in-person hearing is appropriate. Any in-person hearing will be held at a location that is reasonably convenient. You and an employee of AllVoices shall attend all arbitrator calls, conferences, and hearings.

• Payment of all filing, administration, and arbitrator fees will be governed by AAA’s rules. If you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, we may reimburse you for those fees for claims totaling less than $10,000, unless the arbitrator determines your claims are frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).

• The arbitrator will follow these Terms and the law. The arbitrator shall not have the authority to commit errors of law or legal reasoning. The arbitrator may award relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that individual party’s claim. The arbitrator may not award relief for or against anyone who is not a party, though the individual relief awarded by the arbitrator may incidentally affect non-parties.

• If the amount in controversy does not exceed $10,000 and neither party seeks injunctive or declaratory relief, then the arbitration will be conducted solely on the basis of documents you and AllVoices submit to the arbitrator, unless the arbitrator determines that a hearing is necessary or the parties agree otherwise. If the amount in controversy exceeds $10,000 or seeks declaratory or injunctive relief, either party may request (or the arbitrator may determine) to hold a hearing.

• You or AllVoices may file such dispositive motions with the arbitrator as would be permitted by the Federal Rules of Civil Procedure without obtaining permission from the arbitrator. Upon the filing of any dispositive motion, the arbitrator may stay all further action and deadlines in the arbitration until deciding such motion.

7.3 Process for Arbitration of Bellwether Demands. If more than twenty-five (25) demands for arbitration of a dispute or claim are initiated (i) that involve questions of law or fact common with your dispute(s) and (ii) where the initiating parties are represented by the same law firm(s) or organization(s) or the demands are presented by or with the assistance or coordination of the same law firm(s) or organization(s), then such demands, including yours, shall be coordinated pursuant to this paragraph. The group of claimants and group of respondents shall each select five (5) demands, for a total of ten (10), to be filed with AAA (collectively the “Bellwether Demands”). Each of the Bellwether Demands shall be assigned to a different arbitrator chosen from its national roster. While the Bellwether Demands are adjudicated, no other demand for arbitration that is subject to this section may be filed, administrated, or adjudicated, and no filing or other administrative costs for such a demand for arbitration shall be due from either party to the arbitration provider. If, contrary to this provision, a party prematurely files non-Bellwether Demand(s) with the arbitration provider, the parties agree that the arbitration provider shall hold those demands in abeyance.

You agree to cooperate in good faith with AllVoices and AAA to implement the Bellwether Demands approach, including the payment of combined reduced fees, set by AAA in its discretion. Any party may request that AAA appoint a sole standing administrative arbitrator (“Administrative Arbitrator”) to determine threshold questions such as whether the Bellwether Demands process is applicable or enforceable. In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree that the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s costs shall be paid by AllVoices, unless the Administrative Arbitrator determines that the party seeking a decision by the Administrative Arbitrator did so by raising issues that were frivolous, asserted in bad faith, or pursued for purposes of harassment, in which case the losing party shall pay all costs associated with the Administrative Arbitrator’s decision.

The results of the Bellwether Demands will be given to a mediator from AAA selected from an initially proposed group of 5 mediators, with AllVoices and the non-Bellwether Demands claimants’ counsel being able to strike one mediator each and then rank the remaining mediators and the highest collectively ranked mediator being selected. The selected mediator will try to facilitate a resolution of the remaining demands. After the results are provided to the mediator, AllVoices, the mediator and the remaining claimants will have 60 days (the “Mediation Period”) to agree on a resolution.

If the Mediation Period expires without a resolution or other agreement to the substantive methodology for resolving the outstanding demands (or if the Bellwether Demands process is determined by the arbitrator or court of competent jurisdiction to be void or unenforceable), either AllVoices or any remaining claimant may opt out of the arbitration process and have the demand(s) proceed in court. Notice of the opt-out will be provided in writing within 60 days of the close of the Mediation Period (or within 60 days of a determination the Bellwetter Demands process is void or unenforceable). If neither AllVoices nor the remaining claimants opt out, the arbitrations may proceed as individual arbitrations.

• No arbitration award or decision shall have any preclusive effect in other arbitrations or other litigation, except to preclude the same or similar claims from being re-litigated between the same parties.

• Subject to reimbursement of certain fees as described above, each party shall pay its own fees and costs of its own attorneys, experts and witnesses incurred in connection with any arbitration or court proceeding between the parties, notwithstanding any provision awarding attorneys’ fees to a prevailing party that may be a part of any statute under which you or we may bring a claim.

7.4 Severability. If any part of this Section 7 is found by a court of competent jurisdiction to be unenforceable or invalid, the court will reform the agreement to the extent necessary to cure the unenforceable part(s), and the parties will arbitrate their dispute(s) without reference to or reliance upon the unenforceable part(s), unless this Section 7 otherwise expressly permits the dispute(s) to be brought in court. However, if for any reason (i) any dispute(s) subject to Section 7 of these Terms are filed or submitted as a class arbitration, class action, collective action, or representative action and (ii) if the Class Action Waiver is held invalid or unenforceable as to such dispute(s) or portion thereof, then the agreement to arbitrate contained in Section 7 of these Terms does not apply to the dispute(s) or portion thereof and such dispute(s) or portion thereof must be brought in a federal or state court located in, respectively, Los Angeles, CA, or the federal district in which that county falls, but the remainder of the agreement to arbitrate will be binding and enforceable.

• You may opt out of Sections 7 by sending a notice (“Rejection Notice”) to AllVoices no later than sixty (60) days after your first consent to the Agreement or to any subsequent revisions to this Section 7. If you opt out of a subsequent revision, you will remain bound by the prior version of this Section unless you previously opted out of that version. You must mail the Rejection Notice by certified mail return receipt requested or messenger service (e.g. Federal Express) to 1507 7th St. #9, Santa Monica, CA 90401. In the event of any dispute concerning whether you provided a Rejection Notice within sixty (60) days, you must provide a signed receipt confirming AllVoices received the Rejection Notice within sixty (60) days. You may opt out of the Agreement in its entirety by not using the Site.

• To the extent that a dispute is not subject to arbitration under this Section 7, such dispute may be resolved through an action brought in the appropriate state or federal court located in Los Angeles, CA and both parties irrevocably consent to the jurisdiction and venue of such courts for the adjudication of any non-arbitrable claims and waive any objection to such courts on any basis, including without limitation inconvenience of the forum.

8. Miscellaneous

8.1 General Terms. These Terms, together with the Privacy Policy, and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and AllVoices regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to”. If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.

8.2 Governing Law. These Terms are governed by the laws of the State of California without regard to conflict of law principles.

8.3 Privacy Policy. Please read the AllVoices Privacy Policy carefully for information relating to our collection, use, storage, disclosure of your personal information. The AllVoices Privacy Policy is incorporated by this reference into, and made a part of, these Terms.

8.4 Additional Terms. Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.

8.5 Consent to Electronic Communications. By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

8.6 Contact Information. The Service is offered by AllVoices Holding Co., located at 1014 Broadway St. #9, Santa Monica, CA 90401. You may contact us by sending correspondence to that address or by emailing us at support@allvoices.co.

8.7 Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.

8.8 Modification of Terms. We reserve the right to change these Terms on a going-forward basis at any time upon notice. a change to these Terms materially modifies your rights or obligations, we may require that you accept the modified Terms in order to continue to use the Service.