Updated March 2026
PLEASE READ THIS AGREEMENT CAREFULLY. BY ACCESSING OR USING THE SERVICES OR OTHERWISE AGREEING TO THIS AGREEMENT, YOU UNDERSTAND AND AGREE TO BE BOUND BY THIS AGREEMENT AND RECOGNIZE THAT YOU MAY BE WAIVING CERTAIN RIGHTS.
These Terms & Conditions (or the “Agreement”) is a legally binding agreement between you and INSTANT WEB, LLC (d/b/a IWCO DIRECT) (“IWCO,” “we,” “us,” or “our”) and governs your access to and use of our websites, including any content, functionality, and services we may offer on or through those websites (collectively, the “Services”). By continuing to access and use the Services, you agree that such use is legally sufficient consideration under this Agreement.
IMPORTANT: THIS AGREEMENT INCLUDES A DISPUTE RESOLUTION SECTION THAT INCLUDES AN ARBITRATION AGREEMENT, CLASS ACTION WAIVER, AND JURY TRIAL WAIVER THAT AFFECT YOUR RIGHTS. IT ALSO INCLUDES PROVISIONS THAT LIMIT OUR LIABILITY TO YOU. PLEASE REVIEW CAREFULLY.
If you are an individual accessing or using the Services on behalf of, or for the benefit of, any corporation, partnership, or other legal entity with which you are associated (“Organization”), then you are agreeing to this Agreement on behalf of yourself and such Organization, and you represent and warrant that you have the legal authority to bind such Organization to this Agreement. References to “you” and “your” in this Agreement will refer to both the individual using the Services and to any such Organization.
IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU MAY NOT USE THE SERVICES.
Click on the links below to jump to that section of the Agreement:
- Changes to this Agreement
- Eligibility
- Content and Licenses
- Acceptable Use
- Comments, Feedback, and Other Submissions
- Third-Party Content and Links
- Privacy
- Disclaimer, Limitation of Liability, and Indemnity
- Dispute Resolution (Including Arbitration Agreement; Class Action Waiver; Jury Trial Waiver)
- Applicable Law and Venue
- Miscellaneous
- Contact
1. Changes to this Agreement
We may revise or otherwise change or update this Agreement from time to time. We will use reasonable efforts to notify you of such changes, such as by posting a banner on the Services indicating that the terms have changed or by sending an email to you. However, please check the “Last Updated” legend at the top of this page to see when this Agreement was last revised. When changes are made to this Agreement, they will become immediately effective when published on this page unless otherwise noted. We encourage you to periodically review this Agreement―there may have been changes to our policies that may affect you. If you do not agree to the Agreement as modified, then you must discontinue your use of the Services. CONTINUED ACCESS AND USE OF THE SERVICES AFTER CHANGES HAVE BEEN MADE TO THIS AGREEMENT CONSTITUTES YOUR ACCEPTANCE OF THE REVISED AGREEMENT THEN IN EFFECT. YOU AGREE THAT YOU WILL REVIEW THIS AGREEMENT PERIODICALLY AND THAT YOU SHALL BE BOUND BY THIS AGREEMENT AND ANY MODIFICATIONS TO IT.
2. Eligibility
The Services may be accessed and used only by individuals who can form legally binding contracts under applicable laws, who are of legal age of majority in their place of residence—for example, 18 years of age or older—and who are not otherwise barred from using the Services under applicable laws. By accessing and using the Services, you represent and warrant that you have full power and authority to enter into this Agreement and you meet the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Services.
3. Content and Licenses
All names, logos, text, designs, graphics, trade dress, characters, interfaces, code, software, images, sounds, videos, photographs, and other content appearing in or on the Services (collectively, “Content”) are protected intellectual property of, or used with permission or under license by, IWCO. Such Content may be protected by copyright, trademark, trade dress, patent, or other intellectual property rights. This includes the entire Content of the Services, copyrighted and protected as a collective work. All intellectual property rights associated with the Services and Content, and related goodwill, are proprietary to IWCO and/or its licensors. You do not acquire any right, title, or interest in any Content by accessing or using the Services. IWCO reserves all rights to the Services and Content not granted expressly in these Terms. Except as expressly permitted by this Agreement, the use of any Content is strictly prohibited. We make no representations, warranties, or guarantees, whether express or implied, that any Content is accurate, complete, or up to date.
Subject to your compliance with this Agreement, IWCO grants you a limited license to access and use the Services and Content solely for your personal, non-commercial use. You may download or print one copy of specific Content made available for downloading or printing for your personal, non-commercial home use, subject to your compliance with this Agreement, and may retain the same solely for as long as you continue to be permitted to access the Services. To use Content under this exception, you must (i) keep any copyright, trademark, or other proprietary notices intact; (ii) use such Content pursuant to any licenses associated with such Content; (iii) not copy or post such Content on any networked computer or broadcast it in any media; (iv) make no modifications to any such Content; and (v) make no additional representations or warranties relating to such Content. No right, title, or interest in any Content is granted or transferred to you as a result of any such copying.
Except as otherwise expressly authorized herein or in writing by us, you agree not to copy, reproduce, publish, transmit, distribute, perform, display, modify, or create derivative works from (in whole or in part) rent, lease, loan, sell, or participate in any sale of, or exploit in any way, any of the Content or the Services.
Hyperlinking
You are granted a limited, non-exclusive right to create text hyperlinks to the Services for informational purposes, provided such links do not portray us in a false, misleading, derogatory, or otherwise defamatory manner, and provided that the linking website or service does not contain any material that is unlawful, harmful, harassing, defamatory, threatening, intimidating, fraudulent, tortious, vulgar, obscene, hateful, pornographic, spam, discriminatory, in violation of privacy or publicity rights, infringing of intellectual property or other proprietary rights, or otherwise objectionable in our sole discretion, including unauthorized or unsolicited advertising. Additionally, notwithstanding the foregoing, and subject to compliance with any instructions posted in the robots.txt file located in a website’s root directory, we grant to the operators of public search engines permission to use spiders to copy Content from the Services for the sole purpose of (and solely to the extent necessary for) creating publicly available, searchable indices of such Content, but not caches or archives of such Content, or for any machine-learning or training data purposes. We may revoke these permissions at any time.
4. Acceptable Use
You are responsible for your use of the Services. While using the Services, you are required to comply with all applicable statutes, orders, regulations, rules, and other laws. You may not use the Services for any fraudulent or unlawful purpose, and you may not take any action to interfere with the Services or any other party’s use of the Services. In addition, we expect users of the Services to respect the rights and dignity of others. For example, you may not:
- post, upload, share, transmit, distribute, facilitate distribution of, or otherwise make available to or through the Services anything that is unlawful, harmful, harassing, defamatory, threatening, intimidating, fraudulent, tortious, vulgar, obscene, hateful, pornographic, discriminatory, or otherwise objectionable in our sole discretion;
- violate, infringe, or misappropriate other people’s intellectual property, privacy, publicity, or other legal rights;
- submit, send, post, upload, or otherwise make available unsolicited or unauthorized advertising or commercial communications, such as spam, advertising, promotional materials, junk mail, chain letters, or any other form of solicitation;
- post or transmit any sensitive personally identifiable information about yourself or third parties, such as social security, credit card or bank account numbers, health or medical information, or other information concerning personal matters, unless specifically requested by us;
- reproduce, duplicate, copy, publicly display, frame, mirror, sell, resell, or otherwise exploit for any commercial purposes, any portion of, use of, or access to the Services;
- impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Services, or express or imply that we endorse any statement you make;
- violate, or attempt to violate, the security of the Services;
- attempt to circumvent any technological measure implemented by us or any of our providers or any other third party (including another user) to protect or restrict access to the Services;
- transmit any viruses, worms, spyware, adware, or other malicious computer code, file, or program that is harmful or invasive or is intended to disrupt, damage, interfere, or hijack the operation of, or monitor the use of, any hardware, software, or equipment;
- reverse engineer, disassemble, decompile, or otherwise attempt to derive the method of operation of the Services;
- build a competitive product or service using the Services, build a product or service using similar ideas, features, functions, or graphics as the Services or determine whether the Services, in whole or in part, is within the scope of any patent;
- impede or interfere in any manner with the operation or hosting of the Services or monitor the availability, performance, or functionality of the Services;
- use any data mining, bots, spiders, scrapers, automated tools, or other similar data gathering and extraction methods, directly or indirectly, on the Services or to collect any information from the Services or any other user of the Services; or
- advocate, encourage, or assist any third party in doing any of the foregoing.
5. Comments, Feedback, and Other Submissions
We welcome your comments and feedback regarding our Services, our products, and our services. We do not, however, accept confidential or proprietary information. Accordingly, all comments, feedback, ideas, suggestions, materials, information, and other submissions disclosed, submitted or offered to IWCO using the Services or otherwise (collectively, “Comments”) are not confidential. UNLESS OTHERWISE STATED, PLEASE DO NOT POST, SUBMIT, OR SEND US ANY COMMENTS THAT YOU WISH TO KEEP PRIVATE OR PROPRIETARY, OR FOR WHICH YOU EXPECT TO RECEIVE COMPENSATION. By submitting any Comments to us, you agree that: (i) we are free to use such Comments for any purpose; (ii) such Comments will be deemed not to be confidential or proprietary; (iii) we may have something similar already under consideration or in development; and (iv) you are not entitled to any compensation or reimbursement of any kind from us under any circumstances unless otherwise expressly agreed in writing by us.
By submitting Comments to us directly or indirectly (including through any use of third-party social media platforms directed at us), you grant to us (or warrant that the owner of such information and material has expressly granted to us) a worldwide, non-exclusive, fully paid, royalty-free, perpetual, sublicensable, transferable, irrevocable, and unrestricted right and license: (i) to use, reproduce, display, modify, adapt, publish, perform, translate, transmit, and distribute or otherwise make available to others such Comments (in whole or in part and for any purpose) worldwide; (ii) to incorporate such User Content in other works in any form, media, product, service, or technology now known or hereafter developed for any purpose, including sale, manufacture, or advertising (and to exercise all intellectual property rights associated with such products or other works); and (iii) to otherwise exploit the Comments in any manner and for any purpose, including to improve the Services and create other products and services.
6. Third-Party Content and Links
Any information, statements, opinions, or other information provided by third parties and made available on the Services are those of the respective author(s) and not us. We do not guarantee the validity, accuracy, completeness, or reliability of any opinion, advice, service, offer, statement, or other third-party content on the Services.
We may provide on the Services, solely as a convenience to users, links to websites, social media pages, or other services operated by other entities. If you click these links, you will leave the Services. If you decide to visit any external link, you do so at your own risk, and it is your responsibility to take all protective measures to guard against viruses or other destructive elements. We do not make any warranty or representation regarding, or endorse or otherwise sponsor, any linked websites, services, platforms, or the information appearing thereon or any of the products or services described thereon. Links do not imply that we are legally authorized to use any trademark, trade name, logo, or copyright symbol displayed in or accessible through the links; or that any linked website, platform, or service is authorized to use any of our trademarks, logos, or copyright symbols.
We may maintain a presence on and link to social media websites, including Facebook, LinkedIn, and others (collectively, “Social Media Pages”) to provide a place for people to learn more about us and our products and to share experiences with our products. When you visit these Social Media Pages, you are no longer on the Services, but rather a website operated by a third party. All comments, visuals, and other materials posted by visitors to our Social Media Pages do not necessarily reflect our opinions, values, or ideas. All visitors to our Social Media Pages must comply with the respective social media platform’s terms of use.
YOU AGREE THAT YOUR USE OF THIRD-PARTY WEBSITES, SERVICES, AND RESOURCES, INCLUDING WITHOUT LIMITATION YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH THIRD PARTIES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH WEBSITES, SERVICES, AND RESOURCES.
7. Privacy
Any personal information that you provide to us is subject to our Privacy Policy. Please review the Privacy Policy for more information about how we collect and use personal information.
8. Disclaimer, Limitation of Liability, and Indemnity
Disclaimer of Warranty
THE SERVICES AND ALL CONTENT MADE AVAILABLE ON THE SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT POSSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. WE DO NOT WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE SERVICES OR ITS SERVER ARE FREE OF VIRUSES OR OTHER HARMFUL ELEMENTS. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, VALIDITY, ACCURACY, OR RELIABILITY OF THE CONTENT AVAILABLE ON THE SERVICES OR ANY OTHER SITES LINKED TO OR FROM THE SERVICES. DOWNLOADING OR OTHERWISE OBTAINING ANY CONTENT THROUGH THE SERVICES IS DONE AT YOUR OWN RISK.
Limitation of Liability
NEITHER IWCO NOR ITS AFFILIATES, SUBSIDIARIES, DIVISIONS, OR RELATED ENTITIES OR ITS AGENTS, VENDORS, SUPPLIERS, OR SERVICE PROVIDERS (COLLECTIVELY, THE “RELEASEES”) SHALL BE LIABLE TO ANY PERSON OR ENTITY FOR ANY DIRECT OR INDIRECT LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE, SPECIAL, OR OTHERWISE), INJURY, CLAIM, OR LIABILITY OF ANY KIND OR CHARACTER WHATSOEVER ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OR INABILITY TO USE THE SERVICES OR ANY CONTENT MADE AVAILABLE ON THE SERVICES, INCLUDING BUT NOT LIMITED TO DAMAGES CAUSED BY OR RELATED TO ERRORS, OMISSIONS, INTERRUPTIONS, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, OR ANY COMPUTER VIRUS OR FAILURE.
RELEASEES WILL ALSO NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF DATA OR PROFITS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. RELEASEES ALSO SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY ACTS, OMISSIONS, OR CONDUCT OF ANY USER OR OTHER THIRD PARTY.
If any part of these warranty disclaimers or limitations of liability is found to be invalid or unenforceable for any reason or if we are otherwise found to be liable to you or to any third party in any manner, then our aggregate liability for all claims under such circumstances shall not exceed the amount paid by you to IWCO during the prior six (6) months, or the lowest liability limitation allowed by applicable law.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for damages. Accordingly, some of the above indemnities, limitations, and disclaimers may not apply to you. To the extent we may not, as a matter of applicable law, disclaim any warranty or limit our liability, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such law.
Indemnity
You agree to indemnify, defend, and hold IWCO, the Releasees, and their respective shareholders, officers, directors, employees, agents, contractors, vendors, successors, and assigns harmless from and against any and all claims, damages, suits, actions, liabilities, judgments, losses, costs (including without limitation reasonable attorneys’ fees), or other expenses that arise directly or indirectly out of or from (i) your breach of any provision of this Agreement; or (ii) any of your activities related to the Services (including without limitation negligent or wrongful conduct). We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. To the extent you are known to us and we have your current contact information, we will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
9. Dispute Resolution (Including Arbitration Agreement; Class Action Waiver; Jury Trial Waiver)
PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS, COLLECTIVE, OR REPRESENTATIVE CLAIM OR ACTION IN ARBITRATION AND LITIGATION, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF.
For purposes of this Section 16 (Dispute Resolution), “IWCO,” “we,” and “our” shall include IWCO and its past, present, and future subsidiaries, parents, affiliates, agents, employees, officers, directors, predecessors in interest, successors, representatives, and assigns.
Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. You may choose to be represented by a lawyer in arbitration or proceed without one. This Section 9 (Dispute Resolution) shall survive termination of this Agreement.
Arbitration Agreement
- Binding Arbitration. Except as may be otherwise described herein, any dispute, claim, or controversy arising out of or relating to (i) your access or use of the Services; (ii) this Agreement and the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate; (iii) our Privacy Policy; or (iv) any aspect of your relationship with IWCO, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory (“Dispute”), will be resolved through binding individual arbitration as set forth in this Section 9 (Dispute Resolution), except that either you or IWCO may initiate a Dispute in or take a Dispute to small claims court. Whether a Dispute falls within the jurisdictional limits of small claims court is for the small claims court to decide in the first instance and otherwise for a court of competent jurisdiction to decide. “Dispute” will be given the broadest possible meaning permitted by law, including but not limited to any dispute or claim that arose before the existence of these or any prior Agreement and any dispute or claim that may arise after termination of this Agreement and our relationship with you.
- Mandatory Informal Dispute Resolution Process. If you and IWCO have a Dispute, you and IWCO agree to make a good faith effort to informally resolve it. The party initiating the Dispute must send a written notice to the other party that describes the Dispute (“Notice”). The Notice must include the following information: (i) the initiating party’s contact information (including name, address, telephone number, and email address) (with their counsel’s contact information, if represented); and (ii) a detailed description of (a) the Dispute, (b) the nature and basis of the claims, and (c) the nature and basis of the relief sought (“Demand”).
If you have a Dispute with us, you must send your Notice, including all of the information referenced above, by certified mail and addressed to: IWCO, 7951 Powers Blvd., Chanhassen, MN 55317, Attn: Legal Affairs. If we have a Dispute with you, we will send our Notice, including all of the information referenced above, to you at the most recent contact information we have on file for you.
For a period of thirty (30) days from receipt of a completed Notice (which can be extended by agreement of the parties), you and we agree to negotiate in good faith in an effort to informally resolve the Dispute. If you and we do not reach an agreement to resolve the Dispute within thirty (30) days after the Notice is received, you or we may commence an arbitration proceeding or file a claim in small claims court. Arbitration forms can be downloaded from www.jamsadr.com. Except in the event of a Coordinated Claim (as defined below), if you are required to pay a filing fee, after we receive Notice that you have commenced arbitration, we will promptly reimburse you for your payment of the filing fee, unless your claim is for greater than US $10,000 (or equivalent in your local jurisdiction’s currency at time of filing) or the arbitrator determines the claims are frivolous, in which event you will be responsible for filing fees. - Arbitration Procedures. You and IWCO agree that any arbitration arising out of or related to this Agreement will be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those Rules (as those Rules exist on the effective date of this Agreement, including Rules 16.1 and 16.2 of those Rules) (“JAMS Rules”) as modified by this arbitration agreement. The arbitration shall be heard by a single, neutral arbitrator. The JAMS Rules are available at www.jamsadr.com or by emailing JAMS at [email protected].
If you are seeking US $10,000 (or equivalent in your local jurisdiction’s currency at time of filing) or less, you agree that we may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic or video hearing, or by an in-person hearing as established by the JAMS Rules. If you are seeking more than US $10,000 (or equivalent in your local jurisdiction’s currency at time of filing), the right to a hearing will be determined by the JAMS Rules. Any in-person hearing will be held in the city of New York, New York, whether submitted to arbitration or small claims court. If the arbitrator finds this location to be unreasonably burdensome to you, a new location may be selected or arbitration may be conducted over the phone, using video conferencing, or similar. You may be entitled to an in-person hearing near your place of residence. In the event that the arbitration will be conducted solely on the basis of submitted documents, the arbitrator’s decision and award will be made and delivered within six (6) months of the selection of the arbitrator, unless extended by the arbitrator. Reasonable discovery will be allowed during arbitration in accordance with these rules. Judgment on any arbitration award may be entered in any court having appropriate jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
In any arbitration arising out of or related to this Agreement, the arbitrator is not empowered to award punitive or exemplary damages, except where permitted by statute, and the parties waive any right to recover any such damages. In any arbitration arising out of or related to this Agreement, the arbitrator may not award any incidental, indirect, or consequential damages, damages for lost profits, or other equivalent damages that may be present in your local jurisdiction. - Arbitration Costs. Except as expressly set forth herein, the payment of all filing, administration and arbitrator fees will be governed by the JAMS Rules.
- Award. In the event arbitration awards you damages of an amount at least US $100 greater than our last documented settlement offer, we will pay your awarded damages or US $2,500, whichever is greater. No additional premiums, penalties, or enhanced payments will apply unless required by applicable law.
- Coordinated Proceedings. If twenty-five (25) or more similar Disputes (including yours) are asserted against IWCO by the same or coordinated counsel or are otherwise coordinated (“Coordinated Claims”), the Disputes shall proceed in arbitration in a coordinated proceeding and governed by JAMS Mass Arbitration Rules. If there is a conflict by the JAMS Mass Arbitration Rules and this Agreement, then the JAMS Mass Arbitration Rules shall prevail. Counsel for the individuals and counsel for IWCO shall each select five (5) Disputes to proceed first in arbitration in a bellwether proceeding (“Test Cases”). The remaining Disputes shall not be filed in arbitration until the first ten (10) have been resolved. If the parties are unable to resolve the remaining Disputes after the conclusion of the Test Cases, each side may select another five (5) Disputes to proceed to arbitration for a second bellwether proceeding. This process may continue until the parties have determined an objective methodology to make an offer to resolve each and every outstanding Dispute. A court of competent jurisdiction will have authority to enforce this clause and, if necessary, to enjoin the mass filing of arbitration demands against IWCO. Individuals bringing Coordinated Claims shall be responsible for up to US $250 (or equivalent in your local jurisdiction’s currency at time of filing) of their filing fees or the maximum permissible under the applicable arbitration rules. All applicable statutes of limitations and defenses based upon the passage of time will be tolled while the Coordinated Proceedings specified in this Section are pending. We will take such action, if any, required to effectuate such tolling.
- Injunctive Relief. Notwithstanding any of the foregoing, and if applicable in your jurisdiction, you and we both agree that you or we may sue in court of jurisdiction to enjoin infringement or other misuse of intellectual property rights or in other scenarios where injunctive relief is appropriate.
- Confidentiality. The parties shall maintain the confidential nature of the arbitration proceeding and the award, including the hearing, except as may be necessary to prepare for or conduct the arbitration hearing on the merits, or except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an award or its enforcement, or unless otherwise required by law or judicial decision.
Class Action Waiver
EXCEPT FOR COORDINATED CLAIMS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE PROCEEDING. Further, except for Coordinated Claims, unless both you and we agree otherwise, an arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of class, collective, consolidated, private attorney general, or representative proceeding.
If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void and shall be severed from the remainder of this Agreement.
Jury Trial Waiver
To the fullest extent permitted by applicable law, you and IWCO waive the right to a jury trial.
Severance of Arbitration Agreement
If any of the arbitration provisions above, including without limitation those clauses concerning the procedures and obligations related to the agreement to arbitrate Disputes, Coordinated Claims, or Test Case procedures, the class action waiver, or the jury trial waiver are found invalid, then the specific invalid provision will be unenforceable and will be severed, and the remainder of the arbitration provisions will remain in full force. However, any duty of confidentiality, whether or not such duty is connected with arbitration, shall survive such severance.
10. Applicable Law and Venue
Unless you and IWCO agree otherwise, to the fullest extent permitted by law, the state and federal courts in New York, NY, will have exclusive jurisdiction over any Disputes and claims (except for those brought in small claims court) that are not subject to arbitration or over any action involving the applicability or enforceability of the Agreement, including the Dispute Resolution Section or any of its provisions. You and IWCO consent to the jurisdiction of those courts and waive any objections as to personal jurisdiction or as to the laying of venue in such courts due to inconvenient forum or any other basis or any right to seek to transfer or change venue of any such action to another court.
The law applicable to the interpretation and construction of this Agreement and any transaction using or related to the Services, shall be the Federal Arbitration Act, applicable federal laws, and the laws of the State of New York, USA, without regard to principles of conflict of laws, but subject to the Federal Arbitration Act and other federal arbitration law as set forth above. You agree that all matters relating to your access to or use of the Services, including all Disputes and claims, will be governed by the laws of the United States and by the laws of the State of Minnesota. The parties adopt and agree to implement the JAMS Optional Arbitration Appeal Procedure (as it exists on the effective date of this Agreement) with respect to any final award in an arbitration arising out of or related to this Agreement.
11. Miscellaneous
Consent to Communication
When you use the Services or send communications to us, you are communicating with us electronically. You consent to receive electronically any communications related to your use of the Services. We may communicate with you by email or by posting notices on the Services. You agree that all agreements, notices, disclosures, and other communications that are provided to you electronically satisfy any legal requirement that such communications be in writing. All notices from us intended for receipt by you shall be deemed delivered and effective when sent to the email address you provide to us. Please note that by providing us with your email address, postal address, or phone number, you are agreeing that we or our agents may contact you at that address or number in a manner consistent with our Privacy Policy.
Modifications to the Services
We reserve the right to modify, suspend, or discontinue the Services and any service, content, features, or products offered through the Services at any time, for any reason, without giving notice to you. We will have no liability to you or any third party for modification, suspension, or discontinuance of the Services, or any service, content, feature, or product offered through the Services.
Termination
This Agreement and your access to the Services are in effect until terminated by you or us. We may terminate this Agreement by notifying you using any contact information we have about you or by posting such termination on the Services. You may terminate this Agreement by providing written notice of termination, including your detailed contact information to us using the information in the Contact section below. In addition to any right or remedy that may be available to us under applicable law, we may suspend, limit, or terminate all or a portion of your access to the Services or any of their features at any time with or without notice and with or without cause, including without limitation, if we believe that you have violated or acted inconsistently with the letter or spirit of this Agreement. We may be protected for liability from these actions under the Communications Decency Act, 47 U.S.C. § 230.
The provisions of this Agreement concerning protection of intellectual property rights, acceptable use, disclaimers, limitations of liability, indemnity, and Disputes, as well as any other provisions that by their nature should survive, shall survive any such termination of the Agreement or of any discontinuance of the Services by you.
Upon any such termination, you must immediately cease all use of and access to the Services and destroy all Content obtained from the Services and all copies thereof. You agree that if your use of the Services is terminated pursuant to this Agreement, you will not attempt to use the Services under any name, real or assumed, and further agree that if you violate this restriction after being terminated, you will indemnify and hold us harmless from any and all liability that we may incur therein. Your use of the Services after termination will be a violation of this Section, which survives any termination.
Waiver
The failure of IWCO to enforce any provisions of this Agreement or respond to a breach by you or other parties shall not in any way waive its right to enforce subsequently any terms or conditions of this Agreement or to act with respect to similar breaches.
Severability
If any provision of this Agreement is held to be invalid or unenforceable, it shall be replaced in interpretation by a valid and enforceable term that most closely aligns with the intent of the original provision. If that is not possible, the provision shall be removed, and the rest of the Agreement will be enforceable.
Assignment
We may assign this Agreement at any time with or without notice to you. You may not assign or sublicense this Agreement or any of your rights or obligations under this Agreement without our prior written consent.
Force Majeure
Under no circumstances will we be held liable for any delay or failure in performance due in whole or in part to any acts of nature or other causes beyond our reasonable control.
Terms for New Jersey Residents
If you are a consumer residing in New Jersey, the following provisions of this Agreement do not apply to you (and do not limit any rights that you may have) to the extent that they are unenforceable under New Jersey law: (i) Disclaimer, Limitation of Liability, and Indemnity; (ii) Dispute Resolution; and (iii) the governing law provisions (solely to the extent that your rights as a consumer residing in New Jersey are required to be governed by New Jersey law). According to N.J.S.A. 56:12-16, you may have additional rights if you are a New Jersey resident and other provisions of this Agreement are found to violate an established legal right.
Terms for California Residents
Under California Civil Code § 1789.3, California users are entitled to the following consumer rights notice: California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 951-5210.
If you are a California resident, you agree to consciously waive all claims, both known and unknown, that may be later discovered and expressly forgo and waive all protections as by California Civil Code § 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.” By using the Services, you agree that these California Civil Code § 1542 protections no longer apply to you.
12. Contact
If you have questions about this Agreement or about the operation of the Services, please contact us at:
IWCO
Attn: Legal Affairs
7951 Powers Blvd.
Chanhassen, MN 55317