Last Updated on 01/11/2018.
BY USING THE WEBSITE, PURCHASING, ENGAGING, AND/OR SIGNING UP FOR FW’s PRODUCTS AND/OR SERVICES, REQUESTING THAT FW CONTACT YOU ABOUT ITS PRODUCTS AND/OR SERVICES, AND/OR PARTICIPATING IN FW’S TEXT MESSAGE PROGRAM, YOU SIGNIFY YOUR AGREEMENT TO THE WEBSITE TERMS.
BY USING FW’S WEBSITE, ENGAGING FW’S SERVICES, PURCHASING FW’S PRODUCT(S), REQUESTING THAT FW CONTACT YOU ABOUT ITS PRODUCTS AND/OR SERVICES, AND/OR PARTICIPATING IN FW’S TEXT MESSAGE PROGRAM, YOU AGREE TO ARBITRATE ALL CLAIMS BETWEEN YOU AND FW ON AN INDIVIDUAL BASIS ONLY AND NOT AS A PART OF ANY CLASS. A “CLAIM” IS ANY CASE, CONTROVERSY, DISPUTE, TORT, DISAGREEMENT, LAWSUIT, LEGAL ACTION, OR CLAIM NOW OR HEREAFTER PENDING BETWEEN YOU AND FW, INCLUDING BUT NOT LIMITED TO ANY ALLEGED STATE OR FEDERAL STATUTORY VIOLATION, OR ANY DISPUTE OVER THE INTERPRETATION OF THE WEBSITE TERMS OR THE ARBITRABILITY OF ANY CLAIM PURSUANT TO THE WEBSITE TERMS. THIS AGREEMENT TO ARBITRATE GOVERNS ALL PAST, CURRENT AND PROSPECTIVE INTERACTIONS WITH ST. YOU AGREE THAT YOU ARE WAIVING ALL RIGHTS TO: (A) A TRIAL BY JURY; (B) PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS ACTION ARBITRATION; AND (C) BRING AN ACTION AGAINST ST IN A COURT OF LAW. YOU MAY INDIVIDUALLY ARBITRATE ANY CLAIM AGAINST FW IN ANY JURISDICTION IN THE UNITED STATES. FW WILL REIMBURSE YOU UP TO $300 OF YOUR ARBITRATION FILING FEE. THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION THEN IN FORCE SHALL GOVERN THE ARBITRATION (provided, however, that the terms of the Website Terms shall control over any inconsistency between the Rules of the American Arbitration Association and the Website Terms). The arbitrator shall have authority to interpret the Website Terms, including but not limited to the authority to decide whether any claim is arbitrable under the Website Terms and to decide issues related to the scope of arbitration, the rules of arbitration, the arbitrator’s jurisdiction, and the enforceability of the Website Terms. You agree that the Website Terms involves commerce under 9 U.S.C. §§ 1 et seq. and that this Arbitration Clause is governed by federal law, including the Federal Arbitration Act. The remainder of the Website Terms is governed by the laws of the state of Hawaii.
- Eligibility. You represent and warrant to us that: (a) you are at least eighteen (18) years old; (b) you possess the legal right and ability to enter into this Agreement; (c) all information submitted by you to us is complete, true and accurate, (d) your use of the Website, purchase of any products or use of any Services provided are solely for business purposes, and your use or purchase is not for personal, family, nor household purposes; (e) you will not use the Website or Services for any purpose that is unlawful or prohibited by this Agreement and (f) FW may refuse service, close accounts of any users, and change eligibility requirements at any time. If you participate in FW’s Text Message Program, you may stop receiving servicing text messages by texting STOP (and no other words or characters) to the caller id from which you received the FW text message(s). Almost all STOP requests are taken care of immediately, but it may take up to 3 business days from the date you text STOP to be removed from FW’s texting list(s). Note that texting STOP in response to a servicing text message will only stop servicing text messages, and will only stop text messages to the phone number you used to text STOP.
- Term. The Term begins when you use this Website or when you click the “Submit” button(s) and continues as long as you use the Service. Clicking the button(s), checking the box(es) and/or entering your username means that you’ve officially “signed” the Terms. If you sign up for FW on behalf of a company or other entity, you represent and warrant that you have the authority to accept these Terms on their behalf.
- Closing Your Account. You or FW may terminate this Agreement at any time and for any reason by giving Notice to the other party. We may suspend our Service to you at any time, with or without cause. If we terminate your account without cause, we’ll refund any unused balance due to you. We won’t refund or reimburse you if there’s cause, like a violation of these Terms. Once terminated, we may permanently delete your account and all the data associated with it.
- Account and Password. You’re responsible for keeping your account name and password confidential. You’re also responsible for any account that you have access to, whether or not you authorized the use. You’ll immediately notify us of any unauthorized use of your accounts. We’re not responsible for any losses due to stolen or hacked passwords. We don’t have access to your current password, and for security reasons, we may only reset your password.
- Refunds. FW does not issue refunds, unless your card was inadvertently over-charged. Our Refund Policy shall be treated as part of these Terms.
- Fee/Price Changes. We may change our prices and/or fees at any time by posting a new pricing structure to our Website or sending you a notification by email.
- Proprietary Rights Owned by Us. You shall respect our proprietary rights in the Website and the software used to provide the website, products, and/or services (proprietary rights include patents, trademarks, service marks, and copyrights).
- Proprietary Rights Owned by You. You represent and warrant that you either own or have permission to use all of the material that you upload to this Website or communicate to us. You retain ownership of the materials you upload to the website or otherwise submit to us. You grant FW a perpetual, irrevocable, unlimited, worldwide, fully paid/sub-licensable license to use, copy, perform, display, distribute, and make derivative works from content you post.
RULES AND PROHIBITED CONDUCT
- Prohibited Actions. You shall not:
- Share your password.
- Decipher, decompile, disassemble, or reverse engineer any of the software on our Website, or in any way used or downloaded from the Website.
- use or provide software or services that interact or interoperate with Us, including but not limited to downloading, uploading, posting, flagging, emailing, search, or mobile use. Robots, spiders, scripts, scrapers, crawlers, etc. are prohibited. You agree not to collect users’ personal and/or contact information (“PI”).
- Mutual Non-Disparagement. You agree and warrant and that you shall not disparage or comment negatively, directly or indirectly, about FW, or its Team. We agree and warrant and that we shall not disparage or comment negatively, directly or indirectly about you; except we may reports debts owed by you to us to Credit Reporting Agencies. Disparagement shall be defined as any remarks, comments or statements that impugn the character, honesty, integrity, morality, business acumen or abilities in connection with any aspect of our dealings with each other. You and FW agree and acknowledge that this non-disparagement provision is a material term of this Agreement; the absence of which would have resulted in FW refusing to enter into this Agreement.
- Non-Use and Non-Disclosure. You agree that all communications with us shall be considered private and confidential information and you shall not under any circumstance disclose, publish, broadcast, make known in any way shape or form, or use the content of such communications, regardless of whether the communication is made verbally or in written form, without our express written authorization.
- Compliance with Laws. You represent and warrant that your use of FW’s website, services, and/or products shall comply with all applicable laws and regulations. You agree to indemnify and hold us harmless from any losses, including attorney fees that result from your breach of any part of your warranties and representations.
- Payment Dispute Rules. You warrant that no credit card payment, e-check or other payment made to FW by you, or a third party for your benefit, shall be disputed, or a chargeback filed with the credit card issuer under any circumstance, until after you have completed sequentially the two-step procedure below:
First: Attempt first to settle the dispute by online mediation administered by the American Arbitration Association under its Commercial Mediation Procedures. This can be done here: https://apps.adr.org/webfile/
Second: Submit a claim to be settled by binding arbitration administered by the American Arbitration Association in accordance with its Expedited Commercial Arbitration Rules (Written Submission Only) and judgment on the award rendered by a single arbitrator may be entered in any court having jurisdiction thereof. This can be done here: https://www.adr.org/webfile/faces/home
Each time you wish to dispute a payment, these rules must be followed without exception under any circumstance. Each appeal by You, or a third party of a disputed payment decision You or the third party lost counts as a separate disputed payment for purposes of this section 15 and section 20.
- Limitation of Liability. To the maximum extent permitted by law, you assume full responsibility for any loss that results from your use of the Website and the Services, including any downloads from the Website. IN NO EVENT SHALL FW, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS OR CONTRACTORS BE LIABLE FOR ANY COMPENSATORY, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOSS OF DATA, INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY, OR ANY CLAIMS OF YOU OR OTHER THIRD PARTIES WHATSOEVER WITH RESPECT TO THE WEBSITE OR THE MATERIALS REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES THAT RESULT FROM ANY MISTAKE, OMISSION, VIRUS, DELAY OR INTERRUPTION IN OPERATION OR SERVICE OR FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM AN ACT OF GOD, COMMUNICATIONS FAILURE, THEFT OR OTHERWISE. FW SHALL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES WHATSOEVER RESULTING FROM ANY FAILURE OF THE INTERNET. Some states do not allow the exclusion or limitation of liability of consequential or incidental damages, so the above exclusions may not apply to all users; in such states liability is limited to the fullest extent permitted by law. Our total liability for all claims made about the Service shall be limited to $100.00.
- No Warranties. FW makes no representations regarding the availability and performance of its Website. You hereby acknowledge that any use of the Website and reliance upon any Materials shall be at your sole risk and that FW shall not be liable for any loss of data, lost profits or any other damages or losses resulting from such use. THE WEBSITE AND MATERIALS ARE PROVIDED BY FW ON AN “AS IS” BASIS AND AS AVAILABLE, WITHOUT ANY WARRANTY OR REPRESENTATION OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. FW EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND THE IMPLIED CONDITIONS OF SATISFACTORY QUALITY AND ACCEPTANCE AS WELL AS ANY LOCAL JURISDICTIONAL ANALOGUES TO THE ABOVE AND OTHER IMPLIED OR STATUTORY WARRANTIES. WE MAKE NO REPRESENTATIONS THAT THE WEBSITE OR MATERIALS WILL MEET YOUR REQUIREMENTS, OR THE RESULTS THAT YOU MAY GAIN FROM YOUR USE OF THE WEBSITE. FW DOES NOT GUARANTEE THAT ANY CONTENT, INFORMATION, SOFTWARE OR OTHER MATERIAL ACCESSIBLE THROUGH THE WEBSITE WILL BE FREE OF VIRUSES, “WORMS”, “TROJAN HORSES”, OR THEIR HARMFUL COMPONENTS. FW’S ENTIRE LIABILITY AND YOUR SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO THE USE OF ANY SERVICES PROVIDED BY FW SHALL BE CANCELLATION OF YOUR ACCOUNT.
- Indemnity. You agree to indemnify, defend, and hold harmless FW, its officers, directors, employees, agents, representatives, vendors and distributors from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys’ fees) that such parties may incur as a result of or arising from your (or anyone using your account’s) violation or breach of any representation or obligation under the Website Terms. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with our defense of such claim.
- Attorney Fees. If we file an action against you claiming you breached these Terms and we prevail, we’re entitled to recover reasonable attorney fees and any damages or other relief we may be awarded.
- Liquidated Damages. In some instances, a breach of these Terms could cause damages, but proving the actual damages would be impossible. These instances shall result in the corresponding liquidated damages, which are a reasonable pre-estimate of the damages:
- Each time You violate the Payment Dispute Rules, the liquidated damages will be three times the amount of each of your disputed payment(s) to us, but not less than $1,000.
- Each time You violate the Non-Use and Non-Disclosure terms, then the liquidated damages will be $5,000, for each violation.
- Each time You violate the Non-Disparagement terms, the liquidated damages will be $25,000, for each violation.
- If You don’t pay an amount due within thirty (30) days after we send you a late payment notice, then the liquidated damages will be three times the total amount you were billed but failed to pay.
- If You attempt to pay your balance due, by an altered or fictitious payment instrument, the liquidated damages will be three times the amount of the balance due.
- Collections. If you fail or refuse to pay fees due to us when they are due, your account may be turned over for collection and possible litigation, and you hereby agree to pay all reasonable attorney fees, court costs, filing fees, and collection costs which may be assessed by us, our attorneys, or any collection agency retained to pursue the matter, along with interest at the highest rate allowed by law. WE REPORT COLLECTION ACCOUNTS TO ALL 3 CREDIT BUREAUS.
- Subpoena Fees. If we have to provide information in response to a subpoena related to your account, then we may charge you for our costs. These fees may include attorney and employee time spent retrieving the records, preparing documents, and participating in a deposition.
- Disclaimers. We and our Team aren’t responsible for the behavior of any brokers, suppliers, or other Users. Any information contained on the Website with respect to results obtained by FW is not meant to indicate that the same or similar results can or will be obtained in other cases or situations. Results will vary depending on the facts and circumstances of each individual matter. Prior results do not predict, warrant or guarantee a similar outcome. References to past or present clients or the circumstances of their specific matters do not constitute testimonials or endorsements by such clients, nor are they a guarantee, warranty or prediction of the outcome of your case.
- Force Majeure. We won’t be held liable for any delays or failure in performance of any part of the Service, from any cause beyond our control. This includes, but is not limited to, acts of God, changes to law or regulations, embargoes, war, terrorist acts, riots, fires, earthquakes, nuclear accidents, zombie apocalypse, floods, strikes, power blackouts, volcanic action, unusually severe weather conditions, acts of hackers or third-party service providers or suppliers.
- Equitable Relief. If you violate these Terms then we may seek injunctive relief (meaning we may request a court order to stop you) or other equitable relief in any state or federal court in the State of Hawaii, and you consent to exclusive jurisdiction and venue in such courts.
- Arbitration and Choice of Law. THE WEBSITE TERMS SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF HAWAII, USA, AS THEY APPLY TO AGREEMENTS MADE SOLELY THEREIN, PROVIDED, HOWEVER, THAT THE ARBITRATION CLAUSE IS GOVERNED BY FEDERAL LAW. The Arbitration Clause, and any obligations described in this Agreement shall survive termination of the Website Terms. FW shall not be deemed to have waived any rights or remedies in the Website Terms unless such waiver is in writing and signed by FW. No delay or omission on the part of FW in exercising any rights or remedies shall operate as a waiver of such rights or remedies or any other rights or remedies. A waiver on any one occasion shall not be construed as a waiver of any rights or remedies on future occasions.
- Assignments. You may not assign any of your rights under this Agreement to anyone else. We may assign our rights to any other individual or entity at our discretion.
- Survivability. Any provision of this Agreement which imposes an obligation shall survive the termination or expiration of this Agreement.
- Severability. In the event that any provision or covenant of this Agreement shall be held invalid, illegal or unenforceable by a court or arbitrator of competent jurisdiction for any reason, including but not limited to the scope thereof, then such provision will be severed and replaced with a new provision that most closely reflects the original intention thereof, and the remaining provisions of the Agreement will remain in full force and effect for the greatest time period and for the broadest scope permitted by applicable law. Without limiting the foregoing, you agree and request that if any court or arbitrator of competent jurisdiction considers any provision or covenant of the Agreement to be overly broad based on the circumstances at the time enforcement is requested, that such court or arbitrator construe and enforce the provision or covenant to the fullest extent that such court or arbitrator deems reasonable.
- Interpretation. The headers and sidebar text are provided only to make this Agreement easier to read and understand. The fact that we wrote these Terms won’t affect the way this Agreement is interpreted.
- Amendments and Waiver. Amendments or changes to these Terms won’t be effective until we post revised Terms on the Website. That aside, additional terms may apply to certain features of the Service (the “Additional Terms”). The Additional Terms will be considered incorporated into these Terms when you activate the feature. Where there’s a conflict between these Terms and the Additional Terms, the Additional Terms will control. If we don’t immediately take action on a violation of these Terms, we’re not giving up any rights under the Terms, and we may still take action at some point.
- Further Actions. You will use best efforts to provide all documents and take any actions necessary to meet your obligations under these Terms.
- Authorization to Contact You and Call Recording. You agree to receive calls, including auto-dialed and/or pre-recorded message calls, from Us at any of the telephone numbers (including mobile telephone numbers) that we have collected for you as authorized and described in our User Privacy Notice, including telephone numbers you have provided us, or that we have obtained from third parties or collected by our own efforts. If the telephone number that we have collected is a mobile telephone number, you consent to receive SMS or other text messages at that number. Standard telephone minute and text charges may apply if we contact you at a mobile number or device. You agree we may contact you in the manner described above at the telephone numbers we have in our records for these purposes:
- To contact you for reasons relating to your account or your use of our Services (such as to collect a debt, or to otherwise enforce our Agreement) or as authorized by applicable law.
- To contact you for marketing, promotional, or other reasons that you have either previously consented to or that you may be asked to consent to in the future. If you do not wish to receive such communications, you can opt-out by sending us a communication that states You are opting out.
We may share your telephone numbers with our service providers (such as billing or collections companies) who we have contracted with to assist us in pursuing our rights or performing our obligations under the Agreement, our policies, or any other agreement we may have with you. These service providers may also contact you using auto-dialed or pre-recorded messages calls and/or SMS or other text messages, only as authorized by us to carry out the purposes we have identified above, and not for their own purposes. We will not share your telephone number with non-affiliated third parties for their purposes without your explicit consent, but may share your telephone numbers with members of our corporate family and/or our affiliates, for their use, as authorized. Members of the FW’S corporate family and/or our affiliates will only contact you using auto-dialed or pre-recorded message calls and/or SMS or other text messages, if you have requested their services.
We may, without further notice or warning and in its discretion, monitor or record telephone conversations you or anyone acting on your behalf has with Us or our agents for quality control and training purposes or for your own protection. You acknowledge and understand that, while your communications with us may be overheard, monitored, or recorded without further notice or warning, not all telephone lines or calls may be recorded by Us, and we do not guarantee that recordings of any particular telephone calls will be retained or retrievable.
- Personal Guarantee. You agree you are personally liable to FW for all debts incurred by you whether personally or on behalf of a third party, or incurred on your behalf. You represent that if you are using someone else’s credit card to pay fees to FW, you are acting as that person or entity’s agent. As their agent you agree to accept these terms on their behalf and legally bind them to this Agreement. If you are acting as the agent for a business entity, you agree as that business entity’s agent, that the principals of that business entity will be personally liable for all debts incurred by that business.
- Client-Provided Information. You hereby certify that all the information you provide to us is 100% accurate and complete and understand that all products and/or services provided to you will be provided using this information and based on this information. Any errors, omissions, and/or over/under statements shall be your sole responsibility.