TERMS OF USE

EFFECTIVE DATE: November 21, 2016

Welcome to Sawyer, a marketplace for all children’s activities and adventures. Please read these Terms of Use (the “Agreement” or “Terms”) carefully, as they contain the legal terms and conditions that govern your use and access of the website, http://hisawyer.com/ (the “Site”) and the mobile application (“App,” collectively with the Site, “Sawyer” or the “Platform”). This Agreement governs your use of Sawyer and constitutes a legally-binding agreement between each user (“you” or “your”) and See Jane Run, Inc. d/b/a Sawyer (“we,” “us,” “our,” or the “Company”; collectively with “you” or “your,” the “parties”). By simply accessing or using Sawyer, including just browsing our Site, you are agreeing to our Terms, so please read carefully! If you do not agree to these Terms or any other policies, including our Privacy Policy, do not access or use Sawyer. If you have any questions about this Agreement please contact us at info@hisawyer.com.

PLEASE NOTE THESE TERMS CONTAIN AN ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT REQUIRE YOU TO ARBITRATE ALL DISPUTES YOU HAVE WITH US ON AN INDIVIDUAL BASIS.

Using Sawyer

Acceptance

By using (or even just browsing) our Site, downloading our App, or uploading data or information to Sawyer (“Content”), you’re agreeing to the Terms and our associated Privacy Policy. If you don’t agree with the Terms, please refrain from using our Platform.

Eligibility

We only permit individuals who are at least 18 years old and can form legally binding contracts with us to use Sawyer. If you are under 18 years old and would like to use Sawyer, you can, but only if a parent or legal guardian who is at least 18 years old supervises you. In all cases, the adult would be the user and is responsible for any and all activity.

By using Sawyer, you represent and warrant that you meet all eligibility requirements outlined in these Terms. We reserve the right to refuse to let certain people access or use Sawyer and the right to change our eligibility criteria.

You can only use Sawyer to the extent the laws of your jurisdiction or the United States do not bar you from doing so. Please make sure these Terms are in compliance with all laws, rules, and regulations that apply to you.

Providers

If you plan to use Sawyer or any of Sawyer’s software tools, including but not limited to the Sawyer calendar software (“Software Tools”) for any commercial purposes, i.e. if you are an independent provider of children’s classes and activities, a venue, or other third party (individually a “Provider,” collectively the “Providers”) your use of the Platform is subject to our Business Terms of Service[JE1] .

Your Privacy

We know your personal information is important to you, so it’s important to us. Our Privacy Policy details how your information is used when you use our Platform, and it’s also a part of our Terms, so please carefully read it at here[JE2] .

Your Account with Sawyer

Creating an Account

On Sawyer, we allow various Providers to post individual classes, semester-long classes, camps, and other children’s activities (each an “Activity” and collectively “Activities”) for you and your child to enjoy. You don’t need to create an account on Sawyer in order to browse through our Activities. However, if you want to view a specific Activity, or sign-up for an Activity through Sawyer, you may need to create an account.

Sawyer powers Providers registration, check-out and payments systems. To book a class, you will be adding your account information to the Provider’s contacts as well as to Sawyer. To place an order on a provider’s site who we partner with, you will be adding your name, email, child’s name, birthdate, address, primary phone, credit card as well as other information requested by the Provider. This information is stored in the Sawyer database. If you use the same account to buy class at another provider within the Sawyer eco-system, all information may be accessible with the other provider (except your credit card).

In order to create an account for Sawyer you’ll need to provide us with your email address, phone number, and username. You may also be required to provide your child’s name and birthday, as well as your address and billing information for any payments. By creating an account, you’re agreeing to a few common sense rules and acknowledgements:

· Be honest with us. By creating an account, you’re agreeing to provide accurate and complete information about yourself. It’s not OK to use false information or impersonate another person or company through your account.

· Be respectful. We’re trying to build a supportive community. Therefore, we ask that you respect others in the community. This will allow our community to continue to flourish. If we find out that you are negatively impacting the experience of fellow Sawyer users, we reserve the right to terminate your account.

· You’re responsible for your account. You’re solely responsible for any activity on your account. Your accounts are not transferable. If you’re sharing an account with other people (e.g., if you’re booking classes on behalf of children other than your own), the person whose email information is on the account will ultimately be responsible for all activity.

Email Communication

By creating an account with Sawyer, you automatically opt in to receive email communications regarding Sawyer. Some of those emails may relate to Activities that you register for on Sawyer. Other emails may be promotional in nature. While you cannot opt-out of transactional emails—such as order confirmations, invoices, and specific communication about your classes—if you book an Activity, you can opt-out of receiving our promotional emails by clicking an unsubscribe link found at the bottom of our promotional emails.

Passwords

You’re responsible for safeguarding the password that you use to access Sawyer and for any activities or actions under your password. We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers, and symbols) with your account. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above.

Please contact info@hisawyer.com to answer any questions you have about signing up for and registering an account with Sawyer.

No Agency Relationship

By creating an account with Sawyer, or using our Platform, you are not creating an agency, partnership, joint venture, employment, or franchisee relationship with our Company. You further acknowledge that by registering for an Activity through Sawyer, no confidential, fiduciary, contractually implied, or other relationship is created with us other than pursuant to these Terms.

Billing and Payment[JE3]

Subscription Plans

A Sawyer subscription plan allows you to book a certain number of individual classes on a monthly basis (e.g., 2 classes for $39 per month or 6 classes for $99 per month). If you don’t use all of your individual classes in a given month, you will not lose them. They can be used during your next month in addition to of the classes available under the next month’s subscription plan.

Not all Activities listed on Sawyer are eligible for Sawyer subscription plans. Some Activities may require additional purchase. Your subscription plan does not prevent you from registering for additional Activities above the designated amount under your subscription plan or not otherwise available under these plans. If you register for more Activities than provided under your subscription plan, or other Activities that are not available under a subscription plan, you will be responsible for paying any and all applicable fees for the Activities, as indicated on Sawyer at the time of registration.

Packs

We also offer class-packs ("Packs" and individually a “Pack”), which allow you to purchase a designated number of individual class registrations (e.g., 2 classes for $39, 3 classes for $59, or 5 classes for $99). Packs can be purchased solely, or added to Sawyer subscription plans. Sawyer subscription customers may be offered Packs at discounted prices. Classes purchased in Packs will never expire, and like the subscription plan, not all Activities can be booked if you purchase a Pack. Pack-purchases are non-recurring.

Billing Cycles and Recurring Charges for Subscription Plans

When you sign up and purchase a Sawyer monthly-subscription plan, your first cycle will be billed immediately.

Your subscription plan will automatically renew each month and you will be billed on the same date of each month. The month begins on the date of your initial membership registration. Registering for a membership plan authorizes us to continue billing you a recurring monthly membership fee at the then current rate. We reserve the right to change the timing of our billing (and if we do, we’ll make adjustments to the amounts we charge, as appropriate). If your paid subscription plan began on a certain day in a month that is not contained in another given month, we may bill you on another day in the applicable month or such other day as we deem appropriate (e.g. if your paid membership began on August 31, we may bill your next membership cycle on September 30).

Recurring charges do not apply to one time purchases such as Packs or other Activities like semester-long classes or camps.

Refunds

Generally, our fees (including your monthly subscription fee and any amounts paid for Packs) are nonrefundable. We may, at our discretion, provide a refund to members for their current prepaid period in certain circumstances such as: (i) if you are canceling your subscription and request a refund within five (5) days of the initial purchase or (ii) if your subscription is cancelled prior to the end of a period for which you have incurred a charge, due to relocation, disability, or death.

If refunded, we reserve the right to charge you a fee to cover the cost of any Activity you may have attended prior to cancellation. Any additional discounts or refunds that we may choose to provide are in our sole discretion and do not entitle you to any future discounts or refunds for similar instances in the future.

Price Changes

We reserve the right to adjust our prices at any time. If we ever need to change our prices, we will let you know either through Sawyer or email. Unless we expressly communicate otherwise, any price changes to your membership fees will take effect on the billing cycle after you’ve been notified.

Payment Methods

You may change your payment information at any time by logging onto Sawyer and going to the "My Account" page. If for some reason a bill is not successfully settled and you do not edit your payment method or cancel your account (see, “Cancellation of Membership” below), you nonetheless remain responsible for any uncollected amounts, authorizing us to continue billing your payment method, as it may be updated, including if you attempt to create a new account. This may result in a change to your payment billing dates. If we cannot charge your account, we reserve the right, but are not obligated, to terminate your access to Sawyer or any portion thereof.

Cancellation of Classes

Although we recommend never registering for an Activity unless you are sure you can attend, we know that sometimes things come up. Each Activity is subject to the cancellation policy of the respective Provider, and specific cancellation policies can be found under each respective Activity's details which can be found under your Sawyer ‘My Account’ page after your registration for the respective Activity.[JE4] We recommend reviewing the cancellation policy of each Activity and Provider before registering for an Activity. Any and all cancellations must be made in the manner laid out in the Activity description. If you do not cancel an Activity as required by its respective cancellation policy, and you or your child does not attend the class, we reserve the right to charge you the full amount that the Provider charges for such class and/or the applicable cancellation fees. We also reserve the right to terminate your account.

Cancellation of Membership

We always hate to see our customers go, but if you need to cancel your subscription, you can do so at any time by going into your Sawyer account settings. Following any cancellation, you will continue to have access to your subscription through the end of your current prepaid billing period, unless you cancel and receive a refund, in which case your access will be terminated immediately.

Hold

Instead of cancelling your account, we also provide the option, at our discretion, to put your membership on hold at any time, subject to a reduced fee per billing cycle (currently $20). If you want to put your account on hold you must request so at least three (3) days prior to your next billing date. Even though your membership will be on hold, your account is left active and functioning. Accounts on hold will be able to book one (1) individual class per month through Sawyer. There is no reactivation fee to return to a full membership. If your membership is on hold and you wish to cancel your membership, you may cancel at any time from your account settings on Sawyer.

Trial or Beta Services

Occasionally, we may offer trial services or beta services at a discounted price or no charge. Any trial or beta services are provided “AS IS” with no warranties of any kind. We may discontinue any trial or beta services at any time, with or without notice and without any further obligations to you. We will not be liable for any harm or damages suffered by you or any third party in connection with any trial or beta services.

Gifts and Promotions

You may, from time to time, receive given gift cards, promotions and promotional codes (“Promos”) from Sawyer. Promos are only available to their original recipient. Promos are not transferable, can only be used once, and may not be combined with other offers and are void where prohibited. Promos have no cash equivalent and cannot be redeemed for cash.

Receipts and Transaction History

As a courtesy, upon completion of all paid transactions, we will email a receipt to the email address associated with your Sawyer account. We will also send a confirmation email out to you after you register for any Activity.

Other Fees

Fees Charged by Providers

Some of our Providers may charge equipment or other amenity fees for Activities. You are responsible for paying those fees directly to the respective Provider when you attend the Activity, unless otherwise notified beforehand. Any equipment or other amenity fees are independent of our charges for a subscription plan, Pack, or to register for an Activity listed on Sawyer.

Third Party Fees for Using Sawyer

You are also responsible for all third party charges and fees associated with connecting and using Sawyer, including fees such as Internet service provider fees, payment processing fees, telephone and computer equipment charges, sales tax, and any other fees necessary to access Sawyer.

Third Party Services and Content

We often utilize links and other tools to connect users to third party services and websites, such as Providers, advertisers, special offers, classes, camps, or other events or Activities that are not owned or controlled by Sawyer (individually a “Third Party Service,” collectively the “Third Party Services”). We have no control over the content and policies of these Third Party Services, and in no event shall we be held responsible or liable for the accuracy, reliability, or currentness of any third party’s content or policies. Users who access or use Third Party Services through Sawyer are solely responsible for complying with the terms and policies of these third parties.

In no event shall a description or reference to a third party’s product or service (including, but not limited to, providing a description or reference via hyperlink) be construed as an endorsement of such third party products or services by us. We retain the exclusive right to add to, modify, or cancel the availability of any Third Party Service.

Protected Materials

It has taken a significant effort to build Sawyer and our Platform contains copyrighted material, trademarks, and other similar proprietary information provided by or through us, our employees, agents, licensors, or other Sawyer Parties (defined below) (collectively, “Proprietary Information”). Our Proprietary Information is protected by copyright law, registered and unregistered trademarks, database rights, and other intellectual property rights. Unless otherwise provided, we exclusively own all Proprietary Information and your use of Sawyer does not grant you any right, title, or interest in the Platform.

Your Use of Sawyer

Subject to your strict compliance with these Terms, we grant you a limited, personal, non-exclusive, revocable, non-assignable and non-transferable right and license to use the Sawyer Platform to view or register for Activities.

The above license is conditional upon your strict compliance with these Terms at any and all times during your use of Sawyer and the common sense ground rules outlined below.

Don’t Use Sawyer to Break the Law

You agree that you will not violate any laws when using Sawyer. This includes any local, provincial, state, federal, national, and international laws that may apply to you. Don’t commit fraud, theft, or any other crimes against Sawyer, a Provider, or any third-party.

Don’t Steal from Us

You agree not to “crawl,” “scrape,” or “spider” Sawyer or to reverse engineer or attempt to obtain our source code or data.

Don’t Try to Harm Our Systems

You agree not to distribute any virus or other harmful computer code through Sawyer, including viruses, Trojan horses, spyware, adware, malware, bots, time bombs, worms, or other harmful or malicious components, which or might overburden, impair or disrupt Sawyer or servers or networks forming part of, or connected to, Sawyer, or which does or might restrict or inhibit any other user's use and enjoyment of Sawyer.

Don’t Alter Legal Notices

You agree not to alter or remove, or attempt to alter or remove, any trademark, copyright or other proprietary or legal notices contained in, or appearing on, the Platform or any Content appearing on the Platform (other than your Content).

Respect our Trademark

The name “Sawyer” and other trademarks, service marks, phrases, logos and designs that we use in connection with our Platform are protected and you are not permitted to use them without our permission or unless otherwise indicated.

Termination

We may terminate or suspend your account and your access to Sawyer at any time, for any reason, without advance notice. If we do so, it’s important to understand that you don’t have a contractual or legal right to continue to use our Platform. Sawyer may refuse to allow anyone to use the Platform, at any time, for any reason.

If we terminate your account, you must immediately stop using Sawyer and you agree not to attempt to regain access to our Platform without our express permission. Such termination will result in the suspension or deletion of your account and access to your account. In the event of termination of your account, the provisions of this Agreement shall remain in effect.

If you terminate your account, or if we terminate your account, you may lose any information associated with your account, including your Content.

We May Discontinue Sawyer

We reserve the right to change, suspend, or discontinue Sawyer at any time, for any reason. We will not be liable to you for the effect that any changes to the Platform may have on you and you may not be able to recover any Content that you posted to Sawyer.

Warranty and Limitations of Liability (or the Things You Can’t Sue Us For)

You understand and agree that we have no control over, and no duty to take any action regarding: What Providers you access via our Platform; What Activities you register for or try to register for; or What actions you may take as a result of your exposure to or use of Sawyer; or What may occur during your participation in any Activities booked through Sawyer.

You release us from all liability related to your use of Sawyer, including any liability resulting from Activities, any content posted on your Sawyer account, or any Providers you interact with. We make no representations concerning any content contained in or accessed through our Platform and will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through Sawyer by our users or Providers.

Warranties

YOU UNDERSTAND AND AGREE THAT USING SAWYER IS AT YOUR SOLE RISK AND WE MAKE NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO SAWYER, THE ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIALS PUBLISHED ON SAWYER, INCLUDING ANY INFORMATION OR MATERIALS RELATED TO ACTIVITIES OR PROVIDERS OR ANY OTHER SOFTWARE REFERENCED IN THIS AGREEMENT, ALL OF WHICH ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, ACCURACY, COMPLETENESS, SECURITY, COMPATIBILITY, RELIABILITY, OR OTHERWISE, WITH RESPECT TO ALL SUCH SOFTWARE.

WE DO NOT AND OUR OFFICERS, DIRECTORS, REPRESENTATIVES, AGENTS, SERVANTS, COUNSEL, EMPLOYEES, CONSULTANTS, AND OTHER PERSONNEL AUTHORIZED TO ACT, ACTING, OR PURPORTING TO ACT ON OUR BEHALF (THE “SAWYER PARTIES”) DO NOT WARRANT THAT SAWYER WILL BE ERROR-FREE OR THAT DEFECTS WITH SAWYER WILL BE CORRECTED. MOREOVER, YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE AND ANY THIRD-PARTY SOFTWARE ON SAWYER IS AT YOUR OWN RISK. THE SAWYER PARTIES DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A PROVIDER OR THIRD PARTY THROUGH SAWYER OR ANY HYPERLINKED SERVICES FEATURED IN ANY BANNER OR OTHER ADVERTISING.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, ATTENDANCE AT OR PARTICIPATION IN ANY ACTIVITIES MADE AVAILABLE THROUGH SAWYER IS SOLELY AT YOUR OWN RISK. IN NO EVENT SHALL THE SAWYER PARTIES BE LIABLE FOR ANY ACT, ERROR, OR OMISSION BY ANY PROVIDER OR OTHER THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY ACT, ERROR, OR OMISSION WHICH ARISES OUT OF OR IS ANY WAY CONNECTED WITH YOUR ATTENDANCE OR YOUR CHILD’S ATTENDANCE, USE OF, OR PARTICIPATION IN ANY ACTIVITY MADE AVAILABLE THROUGH THE PLATFORM, OR THE PERFORMANCE OR NON-PERFORMANCE OF ANY PROVIDER IN CONNECTION WITH THE PLATFORM. WE ARE NOT AN AGENT OF ANY PROVIDER OR OTHER THIRD PARTY.

IN THE EVENT THAT YOU HAVE A DISPUTE WITH A PROVIDER, YOU AGREE TO RELEASE THE SAWYER PARTIES FROM ANY AND ALL CLAIMS, DEMANDS, OR DAMAGES (ACTUAL OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. WE EXPRESSLY DISCLAIM ANY LIABILITY THAT MAY ARISE BETWEEN YOU AND PROVIDER.

WE EXPLICITLY DISCLAIM ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY PROVIDER OR OTHER THIRD PARTY.

SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU. THIS PARAGRAPH GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR ANY OF THE SAWYER PARTIES BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND PRODUCT LIABILITY), OR OTHERWISE, EVEN IF SAWYER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, OUR LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

OUR LIABILITY TO YOU IS LIMITED TO $50 OR THE AMOUNTS, IF ANY, PAID BY YOU TO US UNDER THIS AGREEMENT IN THE THREE MONTHS IMMEDIATELY PRIOR TO THE EVENT FIRST GIVING RISE TO THE CLAIM, WHICHEVER IS GREATER. THE FOREGOING LIMITATIONS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REGARDLESS OF WHETHER WE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

THESE LIMITATIONS APPLY REGARDLESS OF LEGAL THEORY, WHETHER BASED ON TORT, STRICT LIABILITY, BREACH OF CONTRACT, BREACH OF WARRANTY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU SPECIFICALLY ACKNOWLEDGE THAT WE AND THE SAWYER PARTIES SHALL NOT BE LIABLE FOR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY PROVIDER OR THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY.

Indemnification and Release (What Happens If You Get Us Sued)

You understand that we are not a Provider and any Activities listed on Sawyer are operated and delivered by the respective Providers. Although we hope Providers only offer the highest quality Activities, we are not responsible for the quality, substance, or performance of any of the Activities listed on the Platform. You understand that there are certain inherent risks and dangers in attending or participating in the Activities listed on Sawyer. By signing up for a Sawyer account and enrolling in a subscription plan, purchasing Packs, or registering for an Activity you acknowledge and agree, on behalf of yourself, your heirs, personal representatives and/or assigns that you are aware of these risks which include, but are not limited to, property damage, illness, and bodily injury or death. You acknowledge that some of these risks cannot be eliminated and you specifically assume the risk of injury or harm to you or your child. You acknowledge and agree that it is your responsibility to consult with your child’s primary care physician prior to participating in an Activity and to determine whether an Activity is appropriate for your child. You also understand and agree that Sawyer may offer child-related information that is designed for informational, educational, and entertainment purposes only. The use of any of the information provided on Sawyer is solely at your own risk.

To the fullest extent permitted by law, you agree to release, defend, indemnify, and hold harmless the Sawyer Parties from any and all responsibility, claims, actions, suits, procedures, costs, expenses, damages, obligations, losses, costs, debts, and liabilities arising out of or in any way related to: (i) your use of Sawyer; (ii) you or your child’s attendance or participation in any Activity made available through Sawyer, including with respect to bodily injury, physical harm, illness, death or property damage; (ii) your violation of any terms of this Agreement; (iii) any infringement or misappropriation of a third party’s intellectual property rights; or (iv) your violation of any law, rule or regulation, or the rights of any third party.

Choice of Law and Choice of Forum

This Agreement shall be governed by, subject to, and interpreted in accordance with the laws of the State of New York, and the federal laws of the United States, without regard to conflict of laws principles. You waive any objection based on lack of personal jurisdiction, place of residence, improper venue, or forum non conveniens in any such action.

Arbitration and Waiver of Class Action

Agreement to Arbitrate

You agree to arbitrate any dispute with us arising from this Agreement or your use of Sawyer on an individual basis in an arbitration. That means you cannot sue us in court or have a trial by jury. Any disputes will be resolved individually in a private proceeding.

Format for Arbitration

The parties agree that: (i) any arbitration will occur in New York, New York; and (ii) the arbitration will be conducted confidentially by a single arbitrator in accordance with the rules of the American Arbitration Association for arbitration of Consumer-Related Disputes, in the English language, and with limited discovery.

At your request, hearings may be conducted in person or by telephone and the arbitrator may provide for submitting and determining motions on briefs, without oral hearings. Other than the class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available to a court or other tribunal.

Other Provisions

THE PREVAILING PARTY IN ANY ACTION OR PROCEEDING TO ENFORCE THESE TERMS SHALL BE ENTITLED TO COSTS AND ATTORNEYS’ FEES. THE ARBITRAL DECISION MAY BE ENFORCED IN ANY COURT.

Waiver of Class Action

WHETHER THE DISPUTE IS HEARD IN ARBITRATION OR IN COURT, THE PARTIES WILL NOT COMMENCE AGAINST THE OTHER A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE ACTION OR PROCEEDING.

Forum

If for any reason a claim proceeds in court rather than in arbitration, the parties agree that the claim will be brought exclusively in a federal court located in New York, New York. The parties expressly consent to the exclusive jurisdiction of, and waive any and all objections to venue or jurisdiction. However, either party may seek injunctive or other equitable relief to protect its intellectual property rights and any claims regarding infringement or misappropriation of its intellectual property rights in any court of competent jurisdiction.

Notice

We may provide you with notices, including those regarding changes to this Agreement. Such notices may not be received if you violate this Agreement by accessing Sawyer in an unauthorized manner. You acknowledge that under this Agreement by using Sawyer you are deemed to have received any and all notices that would have been delivered had you accessed Sawyer in an authorized manner.

Notification Procedures and Changes to These Terms

We reserve the right to revise these Terms from time to time and the most current version will always be posted on our website. If a revision, in our sole discretion, is material we will notify you. We also reserve the right to determine the form and means of providing notifications to you, and you agree to receive legal notices electronically if we so choose. By continuing to access or use the Platform after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new terms, please stop using Sawyer.

Force Majeure

We will not be held liable for any delays, failure in performance, or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including, but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorism, civil disturbance, war, strike, or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, or other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.

No Waiver

Our failure to exercise or delay in exercising any right, power, or privilege under this Agreement shall not operate as a waiver; nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise thereof.

Severability

If any provision or term of this Agreement shall be determined to be invalid, void, or unenforceable under any rule, law, or regulation or any governmental agency, local, state, or federal, such provision will be changed and interpreted to accomplish the objectives of the term or provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.

Assignment

You agree that we may assign any of our rights, and/or transfer, sub-contract, or delegate any of our obligations, under these Terms. Your agreement to these Terms is personal to you and you may not transfer or assign it to any third party.

Entire Agreement

This Agreement sets forth the entire understanding and agreement as to the subject matter hereof, and supersedes any and all prior discussions, agreements, and understandings of any kind (including, without limitation, any prior versions of this Agreement), and every nature between us. Except as provided for above, any modification to this Agreement must be in writing and must be signed by both parties.

Headings

All headings and titles in these Terms are inserted only as a matter of convenience, and in no way define, limit, extend or interpret the scope of these Terms or of any particular paragraph of section thereof.

Questions?

We’d be happy to answer them. Feel free to send us an email or send us a note:

Email: info@hisawyer.com

Mailing Address: See Jane Run, Inc. d/b/a Sawyer ATTN: Sawyer Customer Service 55 Bergen Street, Apt. 2 Brooklyn, NY 11201

EFFECTIVE DATE: November 21, 2016

We know Terms can be long. Thanks for reading to the end!