Last updated: January 12th, 2017
1. Acceptance of Terms; Modifications.
These Terms of Service (the “Terms”) are a binding legal agreement between you and Pareday, Inc. (“Pareday.com,” “we,” “us” and “our”). The Terms govern your use of our software applications, resources and services for parents and child care providers to find each other, communicate with each other, and arrange for the provision of child care services (collectively, our “Pareday.com Service”). The Terms govern all use of the Pareday.com Service, whether you access it from our website at https://www.Pareday.com (the “Site”), our mobile applications and mobile websites, our Facebook application, our online or phone support offerings, or any other access point we make available to you. BY ACCESSING OR USING THE PAREDAY.COM SERVICE, YOU ACCEPT THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, YOU SHOULD NOT ACCEPT THEM, IN WHICH CASE YOU DO NOT HAVE THE RIGHT TO USE THE PAREDAY.COM SERVICE. You understand and agree that we may change the Terms from time to time, and that any such changes will be effective immediately (except as otherwise described in Section 17.9 below) when we post the modified Terms on the Pareday.com Service. Your continued access and use of the Pareday.com Service after we post the modified Terms will constitute your consent to be bound by the modified Terms.
You understand and agree that we may change the Terms from time to time, and that any such changes will be effective immediately (except as otherwise described in Section 17.9 below) when we post the modified Terms on the Pareday.com Service. Your continued access and use of the Pareday.com Service after we post the modified Terms will constitute your consent to be bound by the modified Terms.
2. Pareday.com Service.
2.1 Nature of the Pareday.com Service. The Pareday.com Service consists of a desktop Web application, mobile applications, and other related tools, support and services that parents (“Parents”) and providers of child care-related services (“Service Providers”) can use to find, communicate with and interact with each other. The Pareday.com Service includes educational materials for Service Providers, our Pareday Match services, and other related services. We charge fees for some aspects of the Pareday.com Service, as described below in Section 9.
2.2 Pareday.com does not provide Child Care Services. Pareday.com is a neutral venue for Service Providers and Parents. Pareday.com is not a Service Provider and, except for emergency phone support and other resources and support specifically described in the Pareday.com Service, does not provide child care services. We make no representations or warranties about the quality of nannying, education, house sitting, transportation, or other services provided by Service Providers (“Child Care Services”), or about your interactions and dealings with users. Though we provide general guidance on our Site to Service Providers about safety and child care and to Parents about selecting and engaging Service Providers, Pareday.com does not employ, recommend or endorse Service Providers or Parents, and we will not be responsible or liable for the performance or conduct of Service Providers or Parents, whether online or offline. We conduct an initial review of Service Provider applications and we facilitate background checks on Service Providers conducted by a third party, but do not otherwise screen Service Providers or Parents. You should exercise caution and use your independent judgment before engaging a Service Provider, providing services, or otherwise interacting with users via the Pareday.com Service. Parents and Service Providers are solely responsible for making decisions that are in the best interests of themselves and their children.
2.3 Release. We hereby expressly disclaim, and you hereby expressly release us from, any and all liability whatsoever for any claims, suits, injuries, loss, harm and/or damages arising from and/or in any way related to your interactions or dealings with other users and the acts and/or omissions of Service Providers and Parents, whether online or offline. You acknowledge and agree that YOUR USE AND/OR PROVISION OF CHILD CARE SERVICES IS AT YOUR SOLE AND EXCLUSIVE RISK.
2.4 Transactions are between Parents and Service Providers. The Pareday.com Service may be used to find and offer Child Care Services and to facilitate payment, but all transactions conducted via the Pareday.com Service are between Parents and Service Providers. Except for the limited refunds of Pareday.com’s fees described in Section 9.5 and the “Reservation Guarantee” specified in Section 9.5, you agree that Pareday.com has no liability for damages associated with Child Care Services (which may include bodily injury to, or death of, a child) or resulting from any other transactions between users of the Pareday.com Service.
2.5 Bookings. Parents and Service Providers transact with each other on the Pareday.com Service when they both agree to a “booking” that specifies the fees, time period, cancellation policy, and other terms for provision of Child Care Services (a “Booking”). One you complete a Booking, you agree to honor the price and other terms of that Booking.
2.6 Parents are Solely Responsible for Evaluating Service Providers. Parents are solely responsible for evaluating the suitability of Service Providers for the services they offer to provide. Though Pareday.com performs a limited review of applications to become Service Providers and offers Service Providers the opportunity to undergo background checks conducted by a third party, any such screening is limited, and Pareday.com does not warrant that any such screen is accurate, complete, conclusive or up-to-date. Similarly, Pareday.com does not endorse reviews of Service Providers by other Parents that may be available via the Pareday.com Service, and Pareday.com makes no commitments that such reviews are accurate or legitimate.
2.7 Emergencies. We recommend that Parents give their Service Providers contact information where they can be reached in the event medical care for a child becomes necessary. Service Providers agree to immediately contact Parents in the event such care becomes necessary or, if contact information for the Parent is not available, to contact Pareday.com at trust@Pareday.com. If you are a Parent, you hereby authorize your Service Provider and Pareday.com to obtain and authorize the provision of medical care for your child if you cannot be reached to authorize care yourself in an emergency situation. Parents are solely responsible for the costs of any such medical treatment for children and, if you are a Parent, you hereby authorize Pareday.com to charge your credit card or other payment method for such costs. In certain circumstances, Parent may be eligible for reimbursement through insurance coverage, as more fully described in Section 8.
By accessing and using the Pareday.com Service, you certify (1) that you are 18 years of age or older, and (2) that, if you are registering to be a Service Provider, you are legally eligible to work in the jurisdiction where you will provide Child Care Services, you have complied and will comply with all federal, state, county, municipal and other laws, statutes and ordinances that are applicable to you, and you have obtained all business licenses, permits, and fulfilled any other necessary requirements to legally provide Child Care Services. You acknowledge that Pareday.com is entitled to rely on these commitments, and is not responsible to ensure that all users have met these eligibility conditions.
4. Use of the Pareday.com Service; Suspension.
4.1 Your Conduct on the Pareday.com Service. When you use the Pareday.com Service, you agree:
4.2 Suspension and Termination.
You understand and agree that we have no obligation to provide the Pareday.com Service to you, nor any obligation to continue providing it once we have begun. If we believe your conduct on the Site or Pareday.com Service is inappropriate or violates these terms, and for any other reason (or no reason at all), we reserve the right to suspend or terminate your access to the Pareday.com Service in our sole discretion.
5. Registration; Account Security.
In order to use some aspects of the Pareday.com Service, you will be required to create a username, password, and user profile. If you elect to use the Pareday.com Service, you agree to provide accurate information about yourself and keep this information up-to-date. You agree not to impersonate anyone else. You are responsible for maintaining the confidentiality of your username and password for the Pareday.com Service, and you agree not to authorize anyone else to use your username and password. You are responsible for all activity under your account. You agree to notify us promptly of any unauthorized use of your account.
7. Your Content.
7.1 Your Content. We may require or allow you (or someone else on your behalf) to submit or upload text, photographs, images, videos, reviews, information and materials to your profile on the Pareday.com Service or otherwise in connection with using the Pareday.com Service and/or participating in promotional campaigns we conduct on the Site (collectively, “Your Content”). For example, Service Providers are invited to create a profile page with a photograph and other information to allow Parents to find, evaluate and contact them, while Parents have the opportunity to submit reviews of Service Providers.
7.3 Release. If your name, voice, image, persona, likeness, or performance is included in any of Your Content, you hereby waive, and release Pareday.com and its users from, any claim or cause of action, whether known or unknown, for defamation, copyright infringement, invasion of the rights of privacy, publicity, or personality, or any similar claim arising out of the use of Your Content in accordance with the license in Section 7.2 and the other provisions of these Terms.
7.4 Your Representations and Warranties about Your Content. You represent and warrant that (1) you are the owner or licensor of Your Content, and that you have all rights, consents and permissions necessary to grant the license in Section 7.2 and make the release in Section 7.3 with respect to Your Content, (2) that you have any necessary consents and releases from individuals who appear or whose children appear in Your Content; and (3) Your Content does not violate the law or these Terms.
7.5 Right to Remove or Screen Your Content. Though we are not obligated to do so, we reserve the right to monitor, screen, edit and/or remove Your Content on the Pareday.com Service. Our enforcement of these Terms with respect to Your Content is at our discretion, and failure to enforce the Terms in one instance does not create a waiver of your right to enforce them in another instance. We have no obligation to retain or provide you with copies of Your Content, nor will we have any liability to you for any deletion, disclosure, loss or modification to Your Content. It is your sole responsibility to maintain backup copies of Your Content.
7.6 Reviews. If you are a Service Provider, we have no obligation to provide you with the content of any reviews about you submitted by other users of the Pareday.com Service, whether before or after termination of your account for the Pareday.com Service. We will have no liability to you for any deletion, disclosure, loss or modification of these reviews. We reserve the right to screen, edit or remove these reviews from the Pareday.com Service at any time.
8. Location Information; Consent to Communications.
The Pareday.com Service’s mobile and desktop web applications may implement location features that, if you consent, result in automatic collection of your geolocation information, in which case our mobile application may use such information to allow users to determine which other users are nearby. We may also use this location information to provide information and advertising. IF YOU WANT TO STOP THE AUTOMATIC COLLECTION OF YOUR LOCATION INFORMATION, YOU MAY DO SO BY USING THE PRIVACY SETTINGS IN OUR MOBILE APPLICATION AND/OR ON YOUR DEVICE/BROWSER, OR BY UNINSTALLING OUR MOBILE APPLICATION.
You consent to Pareday.com communicating with you about the Pareday.com Service by SMS, text message, email and other electronic means. Your carrier's normal, messaging, data and other rates and fees will apply to these communications.
9. Fees & Payment
9.1 Fees for Parents. Parents may purchase Child Care Services from a Service Provider by completing a Booking as described in Section 2.5. If you are a Parent, you enter into a transaction with the Service Provider when you accept a Booking, and you agree to pay the total fees indicated in the Booking. Fees for Child Care Services are determined by Service Providers. As described in Section 10.3, the total amount Parents are charged for a Booking may also include a service fee payable to Pareday.com. Where required by law, the amount charged may also be inclusive of applicable taxes. The Service Provider, not Pareday.com, is responsible for performing the Child Care Services.
9.2 Fees for Service Providers. Service Providers may agree to provide Child Care Services to a Parent by agreeing to a Booking as described in Section 2.5. If you are a Service Provider, you must confirm the Booking before it expires or the Parent will have no obligation to complete the transaction. Once the Booking is completed by both parties, you agree to honor the price set forth in your Booking. The purchase of Child Care Services is a transaction between the Parent and the Service Provider. Pareday.com’s role is to facilitate payments from Parents to Service Providers as an agent for the Service Provider. We collect payment from the Parent at the time of Booking and (except to the extent of any payment hold pursuant to Section 9.6) remit payment to the Service Provider’s account on the Pareday.com Service 48 hours after completion of the service period indicated in the Booking. Service Providers are charged a service fee as described in Section 9.3, which we deduct before remitting payment to Service Providers.
9.3 Service Fees. We charge service fees for some aspects of the Pareday.com Service. If you are a Service Provider, our service fee is calculated as a percentage of the fees a Parent agrees to pay in a Booking. We deduct this service fee from the amounts paid by the Parent. Our service fees are described here.
9.4 Cancellations and Refunds.
9.5 Payment Holds. If you are a Service Provider, we may issue a hold on amounts otherwise payable to you pursuant to Section 9.2 under the circumstances described in our Payment Hold Policy. We may also recommend that third party payment service providers restrict your access to funds in your account under the same circumstances.
9.6 Authorization to Charge. When you pay for Child Care Services or for other services on the Pareday.com Service, you will be required to provide us with valid, up-to-date credit card or other payment information. You authorize us to charge your credit card or other payment method for fees you incur on the Pareday.com Service as they become due and payable. You are responsible for maintaining up-to-date payment information. If we cannot charge you for fees when due because your payment information is no longer valid, or if we do not receive your payment when due, then you understand that neither Pareday.com nor the Service Provider will be responsible for any failure to provide services associated with those fees. Except as expressly provided in these Terms, all fees paid via the Pareday.com Service are non-refundable once paid. Except for our income taxes and gross receipts taxes, you acknowledge that you are responsible to pay any taxes that arise as a result of your purchase, provision, or use of services via the Pareday.com Service.
10. Background Checks.
Pareday.com may provide Service Providers with access to third party consumer reporting agencies that perform, among other things, criminal records checks, sex offender registry checks, motor vehicle records checks and identification verifications (collectively, “Background Checks”). We do not provide, and are not responsible or liable in any manner for, the Background Checks, and we do not endorse or make any representations or warranties regarding the reliability of such Background Checks or the accuracy, timeliness or completeness of any information in the Background Checks. We do not independently verify information in the Background Checks.
If you opt via the Pareday.com Service to undergo a Background Check, you hereby consent to the collection, use and disclosure of the information in the Background Checks. You understand and agree that Pareday.com may, in its sole discretion, review and rely on the information in the Background Checks in deciding whether to suspend or terminate or investigate a complaint about a Service Provider, but also that we are not obligated to do so, and are not responsible or liable in any way in the event that any information in any Background Check is not accurate, timely or complete. If you are the subject of a Background Check, you may contact the applicable third-party consumer reporting agency to dispute the accuracy, timeliness or completeness of such information. Pareday.com reserves the right to suspend or terminate your access to the Pareday.com Service based on information in the Background Checks or for any other reason, or no reason, in our sole discretion.
Parents remain fully liable to evaluate and investigate Service Providers. Be aware of the following limitations in Background Checks: Except as otherwise expressly provided in these Terms or through the Service, Pareday.com does not automatically run Background Checks on any Users. Records not available to third-party Background Checking agencies will not be included in the results. Not all arrest logs and records, conviction and correction records, sex offender registries and motor vehicle records are available in all jurisdictions. In many jurisdictions there is a delay before arrest logs and records, conviction and correction records, sex offender registries and motor vehicle records are included in Background Checks. Juvenile records and offenses for minors may not appear in the public record and are therefore not included in the results. Dismissed cases, arrests not resulting in convictions, arrests or convictions from foreign countries and nolle pros will not be reported. Traffic violations are not included unless a jurisdiction reports them as criminal offenses. In the jurisdictions where traffic violations are reported as criminal offenses, such traffic violations may be included in the results as misdemeanors or felonies.
11. Copyright Infringement.
If you believe in good faith that your copyrighted work has been infringed by content posted on the Pareday.com Service, please provide our designated copyright agent with a written notice that includes all of the following information:
Our designated agent for notice of copyright infringement can be reached at:
Attention: Copyright Notice
2749 Walnut Street, #527, Denver, CO 80205
12. Third Party Services, Links.
The Pareday.com Service may contain links to third party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement of such websites or resources, or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all ris
YOU AGREE TO DEFEND, INDEMNIFY AND HOLD PAREDAY.COM HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, CAUSES OF ACTION, LOSSES, EXPENSES, DAMAGES AND/OR LIABILITIES, INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT COSTS, THAT ARE IN ANY WAY RELATED TO YOUR: (1) transactions and interactions, online or offline, with other users of the Pareday.com Service; (2) breach of these Terms; (3) disputes with other users of the Pareday.com Service; (4) your misstatements, misrepresentations, or violation of applicable law; (5) property damage or personal injury to third parties caused by your child or children in your care; (6) Your Content; or (7) your use of any Background Check information in violation of the Fair Credit Reporting Act (FCRA). YOU FURTHER AGREE THAT YOU WILL COOPERATE WITH US IN THE DEFENSE OF SUCH CLAIMS. WE RESERVE THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER SUBJECT TO INDEMNIFICATION UNDER THIS SECTION, AND YOU WILL NOT SETTLE ANY SUCH CLAIM OR MATTER WITHOUT OUR ADVANCE WRITTEN CONSENT.
14. Intellectual Property.
Pareday.com and its licensors retain all right, title and interest in and to the Pareday.com Service, the technology and software used to provide it, all electronic documentation and content available through the Pareday.com Service (other than Your Content), and all intellectual property and proprietary rights in the Pareday.com Service and such technology, software, documentation and content. Except for your rights to access and use the Pareday.com Service set forth in these Terms, nothing in these Terms licenses or conveys any of our intellectual property or proprietary rights to anyone, including you. You agree that we will have a perchildual right to use and incorporate into the Pareday.com Service any feedback or suggestions for enhancement that you provide to us concerning the Pareday.com Service, without any obligation of compensation.
15. Warranty Disclaimer for the Pareday.com Service.
The information and materials found on the Pareday.com Service, including text, graphics, information, links or other items, are provided "as is" and "as available." Reviews, profiles, advice, opinions, statements, offers, or other information or content made available through the Pareday.com Service, but not directly by Pareday.com, are those of their respective authors, who are solely responsible for such content. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PAREDAY.COM DOES NOT: (1) WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF INFORMATION AND MATERIALS ON THE PAREDAY.COM SERVICE; (2) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE BY ANY PARTY OTHER THAN PAREDAY.COM; (3) WARRANT THAT YOUR USE OF THE SERVICES WILL BE SECURE, FREE FROM COMPUTER VIRUSES, UNINTERRUPTED, ALWAYS AVAILABLE, ERROR-FREE OR WILL MEET YOUR REQUIREMENTS, OR THAT ANY DEFECTS IN THE PAREDAY.COM SERVICE WILL BE CORRECTED. TO THE EXTENT PERMITTED BY APPLICABLE LAW, PAREDAY.COM EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, WITH RESPECT TO THE PAREDAY.COM SERVICE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY. IN ADDITION AND WITHOUT LIMITING THE FOREGOING, WE MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, REGARDING THE SUITABILITY OF ANY SERVICE PROVIDER THAT OFFERS CHILD CARE SERVICES VIA THE PAREDAY.COM SERVICE.
16. Limitation of Liability
16.1 Exclusion of Certain Types of Damages. In no event will Pareday.com be liable to you for any indirect, special, incidental, or consequential damages, losses or expenses that arise out of or relate to the use of or inability to use the Pareday.com Service, including without limitation damages related to any information received from the Pareday.com Service, removal of your profile information or review (or other content) from the Pareday.com Service, any suspension or termination of your access to the Pareday.com Service, or any failure error, omission, interruption, defect, delay in operation or transmission of the Pareday.com Service, even if we are aware of the possibility of any such damages, losses or expenses. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
16.2 Limit on Our Liability to You. EXCEPT FOR THE LIMITED REIMBURSEMENT DESCRIBED IN SECTION 8.1 AND THE REFUND AMOUNTS PAYABLE BY PAREDAY.COM THAT ARE SET FORTH IN SECTION 10, IN NO EVENT WILL PAREDAY.COM’S AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IN ANY MATTER ARISING FROM OR RELATING TO THE PAREDAY.COM SERVICE OR THESE TERMS EXCEED THE AMOUNTS PAID BY YOU TO PAREDAY.COM (SPECIFICALLY EXCLUDING AMOUNTS PAID TO SERVICE PROVIDERS VIA THE PAREDAY.COM SERVICE) DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT THAT GAVE RISE TO LIABLITY OR, IF YOU HAV
16.3 No Liability for non-Pareday.com Actions. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL PAREDAY.COM BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, AND/OR CONSEQUENTIAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE PAREDAY.COM SERVICE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM RELIANCE ON INFORMATION OR CONTENT POSTED ON OR TRANSMITTED THROUGH THE PAREDAY.COM SERVICE, OR FOR ANY INTERACTIONS WITH OTHER USERS OF THE PAREDAY.COM SERVICE, WHETHER ONLINE OR OFFLINE. THIS INCLUDES ANY CLAIMS, LOSSES OR DAMAGES
17. Arbitration Agreement.
17.1 Arbitration Agreement; Claims. This Section 17 is referred to as the "Arbitration Agreement” in these Terms. Unless you opt out of the Arbitration Agreement in accordance with the procedure described in Section 18.9 below, you agree that any and all disputes or claims that arise between you and Pareday.com relating to the Pareday.com Service, interactions with others on the Pareday.com Service, and/or these Terms (including any alleged breach of these Terms) (all such disputes and claims, “Claims”) will be resolved exclusively as set forth in this Arbitration Agreement.
17.2 Mandatory Arbitration. Unless you opt out of the Arbitration Agreement in accordance with the procedure described in Section 17.9 below, you agree that any and all Claims will be resolved exclusively on an individual basis through final and binding arbitration, rather than in a court, in accordance with this Arbitration Agreement, except that you may assert individual claims in small claims court if your claims qualify. This means that, unless you have opted out of the Arbitration Agreement in accordance with the procedure described in Section 17.9 or you have asserted a qualifying individual Claim in small claims court, your rights in connection with all Claims will be determined by a neutral arbitrator, not by a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
17.3 Prohibition of Class and Representative Actions and Non-Individualized Relief. YOU AND PAREDAY.COM AGREE THAT, UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT IN ACCORDANCE WITH SECTION 17.9 BELOW, EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND PAREDAY.COM AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER PAREDAY.COM USERS.
17.4 Pre-Arbitration Dispute Resolution. Before you commence arbitration, we suggest that you contact us to explain your complaint. Our preference will always be to resolve complaints amicably and efficiently, without the need for arbitration. You may contact us via email at legal@Pareday.com or by mail at Pareday, Inc., Attn: Legal, 2749 Walnut Street, #527, Denver, CO 80205.
17.5 Arbitration Procedures. Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association's ("AAA") rules and procedures, including the AAA's Supplementary Procedures for Consumer-Related Disputes (collectively, the "AAA Rules"), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org. Information about the AAA's Rules and fees for consumer disputes can be found at the AAA's consumer arbitration page:http://www.adr.org/consumer_arbitration. If there is any inconsistency between the AAA Rules and this Arbitration Agreement, the terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms as a court would, including without limitation, the limitation of liability provisions in Section 17. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
To commence an arbitration against Pareday.com, you must complete a short form, submit it to the AAA, and send a copy to Pareday.com at Pareday, Inc., Attn: Legal, 2749 Walnut Street, #527, Denver, CO 80205. For more information, see the AAA's claim filing page, http://www.adr.org/fileacase. You may represent yourself in the arbitration or be represented by an attorney or another representative. Once we receive your arbitration claim, we may assert any counterclaims we may have against you.
The arbitration will be held in the county in which you reside or at another mutually agreed location. If the value of the relief sought is $10,000 or less, you or Pareday.com may elect to have the arbitration conducted by telephone or based solely on written submissions, which election will be binding on you and Pareday.com subject to the arbitrator's discretion to require an in-person hearing, if the circumstances warrant. Attendance at any in-person hearing may be made by telephone by you and/or Pareday.com, unless the arbitrator requires otherwise.
The arbitrator will decide the substance of all claims in accordance with the laws of the State of Washington, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator will not be bound by rulings in prior arbitrations involving different Pareday.com users, but is bound by rulings in prior arbitrations involving the same Pareday.com user to the extent required by applicable law.
17.6 Costs of Arbitration. Payment of all filing, administration, and arbitrator fees (collectively, the "Arbitration Fees") will be governed by the AAA's Rules, unless otherwise provided in this Arbitration Agreement. If you demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, Pareday.com will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Pareday.com will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Each party will be responsible for all other fees it incurs in connection with the arbitration, including without limitation, all attorney fees. In the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse Pareday.com for all fees associated with the arbitration paid by Pareday.com on your behalf that you otherwise would be obligated to pay under the AAA's rules.
17.7 Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision or award by the arbitrator, will be strictly confidential for the benefit of all parties.
17.8 Severability. If a court decides that any term or provision of this Arbitration Agreement other than Section 17.3 is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement will be enforceable as so modified. If a court decides that any provision of Section 17.3 is invalid or unenforceable, then the entirety of this Arbitration Agreement will be null and void, but the remainder of the Terms will continue to apply
17.9 Opt-Out Procedure. You can choose to reject this Arbitration Agreement by mailing us a written opt-out notice ("Opt-Out Notice") in accordance with the terms of this Section 17.9. For new Pareday.com users, the Opt-Out Notice must be postmarked no later than 30 days after the date you accept these Terms for the first time. If you are already a current Pareday.com user and previously accepted the Pareday.com Terms, the Opt-Out Notice must be postmarked no later than January 31, 2017. You must mail the Opt-Out Notice to Pareday, Inc., Attn: Legal, 2749 Walnut Street, #527, Denver, CO 80205. The Opt-Out Notice must state that you do not agree to the Arbitration Agreement and must include your name, address, phone number, and the email address(es) used to register for the Pareday.com Service to which the opt-out applies. You must sign the Opt-Out Notice for it to be effective. This procedure is the only way you can opt out of the Arbitration Agreement. If you opt out of the Arbitration Agreement, the entire Arbitration Agreement will not apply with respect to you, but the remainder of these Terms will continue to apply. Opting out of this Arbitration Agreement has no effect on any previous, other, or future arbitration agreements that you may have with us.
17.10 Future Changes to this Arbitration Agreement. Notwithstanding any provision in these Terms to the contrary, you agree that if we make any change to this Arbitration Agreement (other than a change to any notice address or website link provided herein) in the future, that change will not apply to any claim that was filed in a legal proceeding against Pareday.com prior to the effective date of the change. Moreover, if we seek to terminate this Arbitration Agreement by removing it from these Terms, such termination will not be effective until 30 days after the version of these Terms not containing the Arbitration Agreement is posted to the Site, and will not be effective as to any claim that was filed in a legal proceeding against Pareday.com prior to the effective date of removal.
18. Governing Law and Jurisdiction.
These Terms, and any dispute between you and Pareday.com, will be governed by the laws of the State of Washington, without regard to principles of conflicts of law, except that the Federal Arbitration Act will govern the interpretation and enforcement of Section 17 (the Arbitration Agreement). Unless you and we agree otherwise, in the event that the Arbitration Agreement is found not to apply to you or to a particular claim or dispute (except for the small-claims court actions anticipated by the Arbitration Agreement), either as a result of your decision to opt out of the Arbitration Agreement under Section 17.9 or as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that arises between you and Pareday.com must be resolved exclusively by a state or federal court located in the State of Washington. You and Pareday.com agree to submit to the personal jurisdiction of the courts located within Denver, CO for the purpose of litigating all such claims or disputes.
Nothing in this Agreement will be construed as making either party the partner, joint venturer, agent, legal representative, employer, contractor or employee of the other. Neither party will have, or hold itself out to any third party as having, any authority to make any statements, representations or commitments of any kind, or to take any action, that will be binding on the other, except as provided for herein or authorized in writing by the party to be bound. The invalidity, illegality or unenforceability of any term or provision of these Terms will in no way effect the validity, legality or enforceability of any other term or provision of these Terms. In the event a term or provision is determined to be invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and these Terms will be enforceable as so modified. This Agreement will be binding on and will inure to the benefit of the legal representatives, successors and assigns of the parties hereto.
If you have any questions about anything in these Terms, please contact us via email at legal@Pareday.com or by mail at Pareday, Inc., Attn: Legal, 2749 Walnut Street, #527, Denver, CO 80205.