Terms of Service for End Users (Attendees)

PLEASE READ THESE TERMS OF SERVICE (“TERMS” OR “AGREEMENT”) CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

BY ACCESSING OR USING THE HIGHBAR SERVICES, YOU AGREE TO THESE TERMS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, PLEASE DISCONTINUE YOUR USE OF THE SERVICES IMMEDIATELY.

1. About Highbar

We, Highbar AI, Inc. (“Highbar”), provide various event management software solutions to event organizers (each, a “Client”) for use in connection with one or more in-person or virtual events (each, an “Event”). These solutions include mobile applications, websites, attendee data management tools, and other event-related products (collectively, the “Products”). Our Clients may, in turn, make some of these Products available to their customers for the purpose of attending and participating in their Events (“End Users”). We also offer certain support and hosting services related to the Products, as well as the Highbar website currently located at www.highbar.ai and all subdomains therein (the “Site” and, together with the Products and related support and hosting services, the “Services”).

2. Who is Subject to These Terms

These Terms apply to your use of the Services if you are accessing the Services as a Client or on behalf of a Client to create and manage one or more Events (together with the Client, “you” or “your”). If you are accessing the Services as an End User, please visit the Highbar Terms of Service applicable to End Users, available at https://www.highbar.ai/terms_of_service.

3. Changes to These Terms

These Terms are subject to change at any time, without prior notice. Any changes that are made to these Terms will not apply retroactively and will not apply to disputes or events occurring before the change is published.

4. Data Privacy

Information that we collect through the Services about you or any End Users is governed by our Privacy Policy, which is incorporated by reference herein in its entirety. You hereby acknowledge that you have read and agree to be bound by our Privacy Policy.

To the extent that, in connection with your use of the Services, you access, store, or otherwise process any personal information of End Users, you agree to comply with all applicable laws, regulations, rules, orders, and ordinances with respect to such information including, but not limited to, the European Union’s General Data Protection Regulation (2016/EC/679) (the “GDPR”), the California Consumer Privacy Act (“CCPA”), the Children’s Online Privacy Protection Act (“COPPA”), and the CAN-SPAM ACT.

In furtherance, and not by limitation of, the foregoing, if we share information with you about End Users residing in the European Union or Switzerland, you represent and warrant that: (i) you will provide at least the same level of privacy protection as is required by the EU-US Privacy Shield Principles and the Swiss-US Privacy Shield Principles (the “Principles”) with respect to such information; (ii) you will take reasonable and appropriate steps to ensure that you effectively process the personal information transferred in a manner consistent with the Principles; (iii) you will notify us if you make a determination that you can no longer meet your obligation to provide the same level of protection as is required by the Principles; (iv) upon notice, including under (iii), we may take reasonable and appropriate steps to stop and remediate unauthorized processing; and (v) we may provide a summary or a representative copy of the relevant privacy provisions of this Agreement to the U.S. Department of Commerce upon request.

5. Payment and Refund Terms

Generally. We offer various products as part of our Services. The following provisions shall apply to your use of the Services generally. If you use one of the special products listed in Sections 5(b) or 5(c), certain additional terms listed in those Sections will apply to your use of the Services.

1. Fees for the Services. Unless Client and Highbar agree otherwise in writing, Client agrees to pay the fees for the Services as specified in this Agreement and on the Site (the “Fees”). Generally, the Fees will consist either of a one-time charge for “a-la-carte” services or an annual subscription for a package. Unless otherwise noted, all annual subscriptions provide a license to the Services for one (1) Event, and additional subscription(s) need to be purchased for any additional Events. The Fees are subject to change from time to time upon 30 days’ notice, which notice may be provided at any time by posting the changes to the Site or otherwise communicated to you in writing. Your continued use of the Services after the effective date of such change will constitute your agreement to pay the updated Fees.
2. Subscription Packages. If you purchase an annual subscription package, to the extent that you don’t use all of the benefits of the subscription package (such as ticket or registration credits) in a given year, you will not be entitled to a prorated refund of the Fees paid, and such benefits will not roll over to a subsequent year.
3. Free Trial. We may offer you a free trial that gives you access to certain features of the Services. You acknowledge that publishing a mobile application developed using our Services (an “App”) requires a paid account, and that we may terminate any free trial in our absolute discretion at any time.
4. Payments. You must pay all Fees either in advance (for example, on an annual subscription) or upon the submission of an invoice to you, as agreed by you and Highbar. If we agree to invoice you for the Services, payment is due upon receipt of each invoice. All payments made through the Site must be made via a valid credit card. If we agree to invoice you for the Services, payment must be made as specified on the invoice.
5. Late Fees. In the event that you fail to pay to Highbar any Fees more than thirty (30) days after they become due, such Fees will bear interest calculated from the date due until paid in full at a rate equal to the lesser of (A) one percent (1%) per month, compounded monthly, and (B) the maximum rate permitted by applicable law.
6. Refunds of Fees. Unless Client and Highbar agree otherwise in writing, there will be no refunds or credits of any Fees paid by you for any reason, including, without limitation, for setup fees, partial month or year of service (in the case of a prepaid annual subscription package), upgrade/downgrade refunds, refunds for months unused, or rejection of an App by a Provider (as defined below).
7. Taxes. All Fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes on Highbar income.

6. Responsibility for User Content (DMCA Policy)

We respect the rights of third-party creators and content owners and expect that you will do the same. Given the nature of the Services and the volume of information submitted, we cannot and do not monitor all messages, data, information, text, graphics, audio, video, or other materials and content of any kind posted/uploaded/transmitted to or through the Services by our users (collectively, “User Content”, and any such User Content posted to or through your Highbar account, “Your Content”). You expressly agree that we: (a) will not be liable for any User Content and (b) reserve the right to review, reject, delete, remove, modify, or edit any User Content at any time for any reason, without liability and without notice to you. We reserve the right, but are not obligated, to remove User Content from the Services for any reason, including any of Your Content that we believe violates these Terms or our Acceptable Use Policy below.

It is our policy to respond to all claims of intellectual property infringement. We will promptly investigate notices of alleged infringement and will take appropriate actions required under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) ("DMCA") and other applicable intellectual property laws.

Please submit any notification of claimed copyright infringement on the Services to the following Designated Agent:

Highbar AI, Inc.
Attn: DMCA Agent
Email: hello@highbar.ai

To be effective, the notification must be a written communication that includes the following:

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

7. Acceptable Use Policy

The following is a partial list of the kinds of activities that are prohibited on or through the Services:

1. Submitting User Content that is patently offensive to the online community, such as content that promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual;
2. Engaging in activities or submitting User Content that could be harmful to minors;
3. Engaging in activity or submitting User Content that harasses or advocates harassment of another person;
4. Engaging in activity that involves the transmission of "junk mail" or unsolicited mass mailing or "spam" or harvesting or otherwise collecting personally identifiable information about End Users, including names, phone numbers, addresses, and email addresses without End Users’ prior consent;
5. Engaging in activity, or submitting User Content, or promoting information that is false, misleading, or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory, or libelous;
6. Submitting User Content that contains restricted or password-only access pages or hidden pages or images;
7. Submitting User Content that displays pornographic or sexually explicit material of any kind;
8. Submitting User Content that provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
9. Submitting User Content that contains viruses, Trojan horses, worms, or any other similar forms of malware;
10. Engaging in activities or submitting User Content that solicit passwords or personally identifiable information for unlawful purposes from other users of the Services;
11. Engaging in unauthorized commercial activities and/or sales without our prior written consent such as advertising, solicitations, contests, sweepstakes, barter, and pyramid schemes;
12. Using any robot, spider, other automatic device, or manual process to monitor, copy, or "scrape" web pages or the content contained in the Services or for any other unauthorized purpose without our prior written consent;
13. Using any device, software, or routine to interfere or attempt to interfere with the proper working of the Services;
14. Decompiling, reverse engineering, or disassembling the software underlying the Services or attempting to do so; or
15. Taking any action that imposes an unreasonable or disproportionately large load on the Services or our hardware and software infrastructure or that of any of its licensors or suppliers.

In addition, you covenant and represent that you will not use the Services for any purpose other than those permitted herein, nor will you use the Services in violation of the law or these Terms. While we are not under any obligation to monitor User Content, we may, in our sole determination, remove any Content that we deem objectionable, offensive, unlawful, or in violation of these Terms.

8. Your Content

For clarity, the rights you grant in this license are for the limited purpose of operating, promoting, developing, and improving our Services. Subject to the limited license below and subject to the terms associated with Virtual Events described below, you retain all of your rights in all of Your Content. Unless agreed otherwise in writing signed by us, by submitting Your Content, you hereby grant to us, for the purpose of providing you the Services, a royalty-free, perpetual, irrevocable, fully transferable, sublicensable, nonexclusive right and license to:

1. Use, access, store, copy, modify, re-post, rearrange, display, distribute, reproduce, perform, and create derivative works from all of Your Content and likeness in any form, media, software, or technology of any kind now existing or developed in the future and the right to sublicense the foregoing rights through multiple tiers without compensation to you; and
2. Access your account and Your Content and to process and submit Your Content to End Users.

By submitting and posting Your Content on the Services, you hereby represent and warrant to us that:

1. You have all necessary authority, rights, and permissions to submit Your Content and grant the licenses described in the previous paragraph;
2. Your Content is accurate, current, and complete;
3. Your Content does not infringe or misappropriate any copyright, trademark, trade secret, patent, or other intellectual property right of any third party or violate any other rights of third parties, including, without limitation, any rights of privacy or publicity or any contractual rights; and
4. Submitting Your Content does not violate any applicable law, regulation, or any agreements between you and a third party, or otherwise cause injury to any third party.

9. Virtual Events

To the extent that you organize Events that utilize video and/or audio streaming and recording functionality as part of the Event (a “Virtual Event”), you may be provided with the option to record such Virtual Event. You are solely responsible for compliance with all recording laws. By using the recording functionality, you give us consent to store recordings for any or all Virtual Events that you organize, to the extent that such recordings are stored in our systems.

Video and/or audio streaming and recording technology is provided by third parties that are integrated with our Services. Your use of the functionality provided by such third parties is subject to the terms of service, privacy practices, and related agreements provided by such third parties, and we assume no responsibility for such terms, nor for the actions or practices of such third parties.

To the extent that you choose to organize a Virtual Event, the photographs and audiovisual recordings from the Virtual Event will be treated as Your Content as described in this Agreement.

Further, while we obtain consent to use the name, voice, and likeness of End Users who have consented to the Highbar Terms of Service applicable to End Users in connection with photographs and audiovisual recordings from Virtual Events, you understand and agree that you are solely responsible for obtaining such consent from any other individuals or legal entities that may appear in any photographs and recordings made in connection with a Virtual Event organized by you. You hereby release us and our affiliates, partners, employees, officers, licensees, and assigns from any and all claims arising out of the use of the name, voice, and likeness of any person in connection with a Virtual Event organized by you, including, but not limited to, invasion of privacy or rights of publicity, or any claims for consideration or compensation for such use.

10. Mobile Apps

1. Publishing the Apps – You have two options with respect to publishing an App. First, you may choose to publish an App through Highbar’s registered developer account with one or more mobile platform providers (collectively, “Providers”), including, but not limited to, the Apple Inc. (“Apple”) App Store™ and Google Play™. If you choose to have the App published through Highbar’s developer account, Highbar will be the sole publisher of the App and the App will appear as a Highbar application with each Provider. Second, you may choose to self-publish an App with a Provider using your own developer account. You acknowledge that if you choose to self-publish an App, additional fees may apply. Highbar will use commercially reasonable efforts to have your App(s) approved by the applicable Providers. However, we do not and cannot guarantee acceptance by a Provider, and therefore assume no responsibility for rejection of any App by a Provider. If your App is denied by a Provider, you will be notified. However, you will not be provided any refund of any Fees paid by you under any circumstances.
2. Accessing the Apps – Our Apps are generally accessible via a mobile device that is compatible with our mobile service. We do not warrant that any App will be compatible with all mobile devices. We grant to you a non-exclusive, non-transferable, revocable license to use a compiled code copy of each App for one account on one mobile device owned or leased solely by you, for your sole use. You may not:
   1. modify, disassemble, decompile, or reverse engineer the App, except to the extent that such restriction is expressly prohibited by law;
   2. rent, lease, loan, resell, sublicense, distribute, transfer, or otherwise make available the App to any third party or use the App to provide time sharing or similar services for any third party;
   3. make any copies of the App;
   4. remove, circumvent, disable, damage, or otherwise interfere with security-related features of the App, features that prevent or restrict use or copying of any content accessible through the App, or features that enforce limitations on use of the App; or
   5. delete the copyright and other proprietary rights notices on the App.

You acknowledge that we may from time to time issue upgraded versions of the App, and may automatically electronically upgrade the version of the App that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of these Terms will apply to all such upgrades. The foregoing license grant is not a sale of the App or any copy thereof, and we or our third-party licensors or suppliers retain all right, title, and interest in and to the App and any copy or portion of the App. You agree to comply with all United States and foreign laws related to use of the App and the Services. Standard carrier data charges may apply to your use of the App.

1. Apps from iTunes – The following also applies to any App you acquire from us from the iTunes Store (“iTunes-Sourced Software”): You acknowledge and agree that these Terms are solely between you and us, not Apple, and that Apple has no responsibility for the iTunes-Sourced Software or content thereof. Your use of the iTunes-Sourced Software must comply with the Apple App Store Terms. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iTunes-Sourced Software.
2. Apple Developer Account – In the event that you need to share access to your Apple developer account with Highbar for any reason, and if there is more than one app in such developer account, then Highbar agrees that it shall:
   1. not access any app other than a Highbar-powered app in the developer account;
   2. not modify or alter any non-Highbar-powered app or the code with respect thereto;
   3. only use the access to your developer account to submit, manage, and update Highbar-powered apps; and
   4. agree to maintain as your confidential information any information related to non-Highbar-powered apps which it may inadvertently discover.

11. Intellectual Property

1. Our Intellectual Property Rights – Highbar exclusively owns all rights, title, and interest in and to the Services, including the Products, the Site, and all Site Content (as defined below). You agree that the foregoing shall include all rights with respect to copyright, patent, trademark, and all other intellectual property laws in any jurisdiction. For the avoidance of doubt, you acknowledge and agree that Highbar exclusively owns all intellectual property rights to any Apps even if they are published through your developer account with a Provider. As used herein, “Site Content” means any and all materials, including, without limitation, information, data, text, editorial content, design elements, look and feel, formatting, graphics, images, photographs, videos, music, sounds, and other content, contained in or delivered via the Services (excluding User Content) or otherwise made available by us in connection with the Services. For the avoidance of doubt, Site Content includes any meta usage and other related data about the use of the Services by End Users. You agree to use the Services and the Site Content only for purposes that are permitted by these Terms and any applicable local, state, provincial, national, or other law, rule, or regulation. Any rights not expressly granted herein are reserved. Without limiting the foregoing, you may not duplicate or reuse any portion of the HTML/CSS or visual design elements of the Site without express written consent from Highbar.
2. License to the Services – Subject to your compliance with these Terms, we grant you a limited, non-exclusive right to use our Services solely for their intended purposes. You may not transfer or sublicense the foregoing license to any third parties, except to End Users registered via the Services.

12. Your Password

You are solely responsible for keeping your password confidential. You may not use the account, username, or password of another Highbar user, and you agree to notify Highbar immediately of any unauthorized use of your account, username, or password. We assume no responsibility for, and will not be liable for, any loss that you incur as a result of someone else using your password, either with or without your knowledge.

13. Representations and Warranties and Indemnification

In addition to any other representations made by you in these Terms, you further represent and warrant that:

1. You are of legal age (at least 13 years of age) and are otherwise capable of forming a legally binding contract.
2. You have authority to bind the legal entity (the Client) with which you are associated.
3. You hereby grant us permission to publicly display your profile, Your Content, and such other information as may be supplied by you and designated for public display.
4. Your use of the Services does not violate any applicable law, regulation, or any agreements between you and a third party, or otherwise cause injury to any third party.

You agree to indemnify, defend, and hold harmless Highbar, and its officers, directors, employees, agents, contractors, and suppliers from and against any and all claims, costs, demands, damages, liabilities, or expenses, including, without limitation, reasonable attorneys' fees, arising from or related to: (a) Your Content, (b) your use of the Services, (c) your breach of these Terms, or (d) any actual, prospective, completed, or terminated purchase, sale, or other transaction between you and a third party.

14. Disclaimers and Limitations

We intend that the information contained in our Services be accurate and reliable; however, errors sometimes occur. From time to time, we may issue an update to the Services which may add, modify, and/or remove features from the Services. These updates may be launched automatically with little or no notice, although we may make reasonable efforts to notify you in advance of an upcoming update. THE SERVICES AND THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES ASSOCIATED WITH IT ARE PROVIDED "AS IS." WE AND/OR OUR SUPPLIERS, LICENSORS, PARTNERS, AND AFFILIATES DISCLAIM ANY WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER RELATING TO THE SERVICES AND ANY INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES PROVIDED HEREIN, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. USE OF OUR SERVICES IS AT YOUR OWN RISK. WE AND/OR OUR SUPPLIERS ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR OTHER INJURY ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OUR SERVICES OR WITH THE DELAY OR INABILITY TO USE THE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES OBTAINED THROUGH US, OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICES, WHETHER RESULTING IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF WE AND/OR OUR SUPPLIERS HAD BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

15. Limitation of Liability

IN NO EVENT SHALL WE OR OUR SUPPLIERS OR LICENSORS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE SERVICES. OUR LIABILITY, AND THE LIABILITY OF OUR SUPPLIERS, LICENSORS, AND AFFILIATES, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE, SHALL NOT EXCEED THE TOTAL SUM OF HIGHBAR’S FEES PAID IN THE SIX (6) MONTHS IMMEDIATELY PRIOR TO THE ACTION OR EVENT FORMING THE BASIS FOR SUCH CLAIM. THE LIMITATIONS OF LIABILITY SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE CONTRACT BETWEEN US AND YOU. Some states do not allow the limitation of liability, so the foregoing limitation may not always apply.

16. Errors and Delays

We are not responsible for any errors or delays or other technical problems beyond our reasonable control.

17. Termination and Cancellation

You are solely responsible for canceling your subscription to the Services. Cancellation requests must be submitted in writing to hello@highbar.ai. Cancellations by phone or sent to any other email address will not be considered valid. If you cancel a subscription, we will still provide access to your account as well as basic account functions during the subscription term. For example, if you purchase an annual subscription plan on March 1st and then cancel the subscription on November 1st, you would still have access to the information for the App through February 28th. If you desire to cancel your entire account with us, please contact us at hello@highbar.ai. In addition to canceling your account, you may also delete individual Apps, in which case underlying app data may not be recoverable.

We reserve the right, in our sole discretion, and without any prior notice, to terminate your access to the Services for any reason, including your breach of these Terms or a violation of the rights of another Highbar user or the law. You may unsubscribe from any further communication from us at any time by delivering a written notice addressed to hello@highbar.ai. You shall be responsible for ensuring delivery of the notice to us.

18. Third Party Services

Our Services may be integrated with services provided by third parties as part of the functionality of the Services (including, without limitation, the Payment Processing Partners). Similarly, as part of the Services, we may offer links to websites or applications operated by various third parties. You understand that we do not have control over third parties and that such third parties are not agents of Highbar. Our inclusion of a link to a third-party website or application is for your convenience and reference only and does not imply any endorsement of the services or the site, its contents, or its sponsoring organization. As such, we make no guarantees about, and assume no responsibility for, the information or services provided by third parties. You acknowledge and agree that we make no representation or warranty about, and do not endorse, any third party’s products or services or the information provided by third parties, whether through the Services or otherwise. Accordingly, we are not responsible for your use of any third-party product or service or any harm or losses arising from or relating to your use of any third-party products or services. You should contact the third party with any questions about their products and services. Highbar hereby disclaims, and you hereby discharge, waive and release Highbar and its licensors and suppliers from any past, present, and future claims, liabilities, and damages, known or unknown, arising out of or relating to your interactions with such third parties and their products and services. For California residents, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU HEREBY WAIVE ANY SIMILAR PROVISION IN ANY OTHER JURISDICTION.

19. Binding Arbitration

1. Arbitration – If any dispute, claim, or controversy (“Claims”) arises under this Agreement or through your use of the Services, such dispute shall be resolved by binding arbitration before a single arbitrator in accordance with the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) then pertaining, except where such rules conflict with this section, in which case this section shall control. Any court with jurisdiction shall enforce this section and enter judgment on any award. The arbitrator shall be selected within twenty (20) business days from commencement of the arbitration from the AAA’s National Roster of Arbitrators pursuant to agreement or through selection procedures administered by the AAA. Within forty-five (45) days of initiation of arbitration, the parties to the arbitration shall reach agreement upon and thereafter follow procedures, including limits on discovery, assuring that the arbitration will be concluded and the award rendered within no more than eight (8) months from selection of arbitrators or, failing agreement, procedures meeting such time limits will be designed by the AAA and adhered to by the parties to the arbitration. The arbitration shall be held in San Francisco County, California, and the arbitrators shall apply the substantive law of the State of California, except that the interpretation and enforcement of this arbitration provision shall be governed by the Federal Arbitration Act.
2. Exceptions – You and Highbar agree that the following Claims are not subject to the above provisions concerning negotiations and binding arbitration: (a) any Claim seeking to enforce or protect, or concerning the validity of, any of your or Highbar’s intellectual property rights; (b) any Claim related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; (c) any claim for equitable relief; and (d) any claim by a resident of the European Union or Switzerland regarding our adherence to the Privacy Shield Principles (as defined in our Privacy Policy). In addition to the foregoing, either you or Highbar may assert an individual action in small claims court for Claims that are within the scope of such court’s jurisdiction in lieu of arbitration.
3. Opt Out – You may opt out of the arbitration and/or class action waiver provisions set forth herein by sending written notice of your decision to hello@highbar.ai within thirty (30) days of your first use of the Services.

20. Class Action/Jury Trial Waiver

WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICES FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THE WAIVER CONTAINED IN THIS SECTION SHALL BE SEVERABLE FROM THE REMAINDER OF THE AGREEMENT.

21. California Privacy Rights

In accordance with California Civil Code Section 1789.3, California resident users are entitled to know that they may file grievances and complaints with California Department of Consumer Affairs, 400 R Street, STE 1080, Sacramento, CA 95814; or by phone at 916-445-1254 or 800-952-5210; or by email to dca@dca.ca.gov. For more information about protecting your privacy, you may wish to visit: http://www.ftc.gov.

22. Users Located in Europe

To the extent that your use of the Services is subject to data protection laws in the European Union and/or Switzerland with respect to processing of any personal data (as those terms are defined in such data protection laws), both you and Highbar agree that the Data Processing Addendum will apply to your use of the Services and is hereby incorporated by reference into these Terms.

Governing Law and Entire Agreement

You agree that: (i) the Services shall be deemed solely based in California; and (ii) the Services shall be deemed a passive website and service that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than California. These Terms shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. These Terms, together with the Privacy Policy and any other legal notices published by us on the Services, shall constitute the entire agreement between you and us concerning the Services and supersedes any prior written or oral representations. YOU AND WE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED. These Terms may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment in violation hereof shall be null and void. All rights not expressly granted herein are reserved to us.