Last updated March 07, 2023
Please read these Terms of Service (the “Agreement” or “Terms“) carefully before using the services offered by Invisible Commerce Limited dba Shipped (“Invisible Commerce”, “we” or “us”). This Agreement sets forth the legally binding terms and conditions for your use of the various websites and mobile applications owned and operated by Invisible Commerce, including, without limitation, the invisiblecommerce.com website, the shippedapp.co website, the shippedsuite.com website (the “Sites“), related software-as-a-service platform (the “Platform”), any services made available on the Sites or Platform (the “Services”), the content and materials available on the Services (the “Content”), your purchase of the products sold through our Sites (the “Products“), but not your use of such Products, and any other features, content, or applications offered from time to time by Invisible Commerce in connection with the above (collectively, the “Service“). By using the Service in any manner, whether by purchasing any Service or Products, or just visiting or browsing the Sites, and whether you (“you” or “your”) are (a) a merchant who uses any Services to market and offer products to your customers through websites owned and/or controlled by you (a “Merchant”), or (b) an individual consumer user/purchaser of the Sites and/or Services (a “Customer”), you agree to be bound by this Agreement. The Service is offered only to Merchants and to persons 18 years of age or older who are legally able to enter into a contract with us.
ARBITRATION NOTICE: UNLESS YOU OPT OUT OF ARBITRATION WITHIN 30 DAYS OF THE DATE YOU FIRST AGREE TO THESE TERMS BY FOLLOWING THE OPT-OUT PROCEDURE SPECIFIED IN THE “ARBITRATION” SECTION BELOW, AND EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE “ARBITRATION” SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND INVISIBLE COMMERCE WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU ARE WAIVING YOUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.
By using our Service, you agree to be bound by these Terms. If you do not agree to be bound by these Terms, do not use the Service. If you are accessing and using the Service on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms. In that case, “you” and “your” will refer to that company or other legal entity.
We may modify the Terms at any time, at our sole discretion. If we do so, we will let you know either by posting the modified Terms on the Sites or through other communications. It is important that you review the Terms whenever we modify them because if you continue to use the Service after we have posted modified Terms on the Sites, you are indicating to us that you agree to be bound by the modified Terms. If you do not agree to be bound by the modified Terms, then you may not use the Service anymore. Because our Service is evolving over time we may change or discontinue all or any part of the Service, at any time and without notice, at our sole discretion.
The Products and Service are available only to Merchants and to individuals who are at least 18 years old and capable of forming a binding contract with us. If you want to use certain features of the Service, such as purchasing our Products, you will have to create an account (“Account”). You can do this via our Sites or through your account with certain third-party services such as Google, Microsoft, Shopify, Stripe or others (each, an “SSO Account”). If you choose the SSO Account option we will create your Account by extracting from your SSO Account certain personal information such as your name and email address and other personal information that your privacy settings on the SSO Account permit us to access.
It is important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information, as needed, to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account password to anyone and you’ll notify us immediately of any unauthorized use of your Account. You’re responsible for all activities that occur under your Account, whether or not you know about them.
For our Merchant users, Merchant will not allow any person or entity access to the Service other than its employees or contractors that it authorizes to use the Service on its behalf (“Authorized Users”), excluding, for the avoidance of doubt, making the Service available to Customers via the Sites and Platform. Merchant may permit Authorized Users to use the Service, provided that Merchant ensures that all Authorized Users comply with the terms and conditions of this Agreement, including, without limitation, with Merchant’s obligations and the restrictions set forth in Section 10 below. Invisible Commerce may suspend or terminate any Authorized User’s access to the Service upon notice to Merchant in the event that Invisible Commerce reasonably determines that such Authorized User violated this Agreement. Merchant is responsible for all acts or omissions by its Authorized Users in connection with their use of the Service and for any use of the Service by Customers via the Sites and Platform.
Invisible Commerce develops and makes available to you software, applications and services designed to supplement your Merchant e-commerce platform or your Customer online shopping experience. Our software, applications and services are built as a supplement to a Merchant’s existing online storefront, offering value-added services. Through our Sites, Customers can track the location of their shipments and resolve shipment issues hassle-free through Merchant’s portals. When choosing to use Shipped Shield, Customers will receive a link via email to track such shipments and to resolve such issues.
The Services also includes the ability for the Merchant to leverage our proprietary system and resources for resolving requests and issues within the Shipped Shield platform, to support and supplement their existing people and processes.
We may separately enter into a Merchant Services Agreement, which may modify the terms of the Service for Merchants. If we do so, the terms of the Merchant Services Agreement shall take precedence over any conflicting terms of this Agreement. The terms of any Merchant Services Agreement are incorporated into this Agreement by reference.
You acknowledge and agree that Invisible Commerce will have no obligation to provide you with any support or maintenance in connection with the Sites or Services.
In consideration for Invisible Commerce providing any Services, Customers will pay Merchant the fees listed for the applicable Services at the time of the transaction. Invisible Commerce will charge the Merchant’s selected payment method (such as a credit card, debit card, or other method available in the Customer’s or Merchant’s home country) for any fees on the applicable payment date, including any applicable taxes. If Invisible Commerce cannot charge the Merchant’s selected payment method for any reason (such as expiration or insufficient funds), Merchant remains responsible for any uncollected amounts and Invisible Commerce will attempt to charge the payment method again as Merchant may update information regarding Merchant’s selected payment method if provided such information by Merchant’s financial institution. Note that Invisible Commerce reserves the right to change the listed price of any Services from time to time.
A summary of our assurance guarantee (“Assurance Guarantee”) can be found at https://www.invisiblecommerce.com/assurance. Shipped Shield is subject to our Assurance Guarantee. If an unexpected problem arises with our Services, our Assurance Guarantee will positively resolve the problem in order to ensure you are 100% satisfied.
Shipped Shield is a hassle-free solution for resolving shipment issues related to damage, loss or theft, simplifying the process to get a replacement or refund quickly for Customers. Our Assurance Guarantee extends to online purchases where the tracking of such purchases is handled through Invisible Commerce for the Customer on behalf of the Merchant, in order to provide an efficient replacement/refund process. Shipped Shield is strictly a Service for Customers. Merchants cannot file a Shipped Shield report on behalf of the applicable Customer.
In order for Invisible Commerce to provide its Assurance Guarantee for its Shipped Shield offering, Invisible Commerce may procure an insurance policy (the “Policy”) through Shipped Insurance Services LLC via authorized insurance underwriters (the “Underwriters”) and the Underwriters will then designate Invisible Commerce as the named insured on the Policy. No other additional insured will be named under the Policy.
Merchant in its sole discretion shall determine whether the Product will be replaced or refunded. Both replacement and refund options are available with Shipped Shield.
Invisible Commerce reserves the right to change its pricing at any time. If Customers opt to purchase Shipped Shield, this charge will appear for such Customers to review and verify at checkout before purchase. Invisible Commerce may, from time to time at Invisible Commerce’s sole discretion, test pricing variances as part of its standard business processes and product development. Upon the Merchant’s agreement to these Terms, Invisible Commerce will be active on the Merchant website and store.
As a Customer of a Merchant that offers Shipped Shield, your choice to purchase and utilize Shipped Shield is OPTIONAL. If you choose to utilize Shipped Shield, Invisible Commerce will provide you with a link to access Shipped Track and Shipped Shield at your convenience. Unless expressly provided otherwise in a Merchant Services Agreement, Shipped Shield cannot be used for the following excluded products (“Exclusions”):
Coins, bullion, rock slabs, stocks, bonds, currency, deeds, evidence of debt, travelers checks, money orders, gift certificates, calling cards, lottery tickets, event tickets, any other negotiable documents, precious stones, precious metals, automobiles, motorcycles, boats, glass windows, plate glass, jewelry (in excess of $999), fine art (in excess of $9,999 per piece), ceramic, marble, granite, perishable foods, fresh foods, perishable commodities, flowers, tobacco products, pharmaceutical drugs or live animals.
All fees paid for the Services by the Merchant are non-refundable and non-transferable except as may be expressly provided in these Terms. The Merchant may cancel the Services at any time at no charge by uninstalling the Services it no longer wants to use. Upon termination, Invisible Commerce will no longer provide the Services to you.
If Shipped Shield is purchased to use for Exclusions with its Services, Invisible Commerce may elect at its sole discretion to provide a refund for the Service. The Assurance Guarantee does not apply to Exclusions.
The Service and Content, and all associated intellectual property rights are the sole and exclusive property of Invisible Commerce and/or its licensors, and may not be copied, distributed, modified, reproduced, published or used, in whole or in part, except for purposes authorized or approved in writing by Invisible Commerce. You acknowledge that the Service and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Service or Content.
Merchant will not, and will not permit any person or entity (including, without limitation, Authorized Users and Customers) to, directly or indirectly: (i) copy, modify or create any derivative work of any portion of the Service; (ii) reverse engineer, decompile, decode, or disassemble or otherwise attempt to derive or gain improper access to any software component of the Service or Platform, in whole or in part; (iii) frame, mirror, sell, resell, market, sublicense, publish, distribute, reproduce, assign, transfer, rent, lease or loan any portion of the Service to any other person or entity, or otherwise allow any person or entity to Use the Service for any purpose other than for the benefit of Merchant in accordance with this Agreement; (iv) Use the Service or Platform in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property rights or other right of any person or entity, or that violates any applicable law; (v) access or search the Service (or download any data or content contained therein or transmitted thereby) through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers or any other similar data mining tools) other than software or Service features provided by Invisible Commerce for use expressly for such purposes; or (vi) Use the Service or Platform or any other confidential information of Invisible Commerce for benchmarking or competitive analysis with respect to competitive or related products or services, or to develop, commercialize, license or sell any product, service or technology that could, directly or indirectly, compete with the Service.
Subject to your compliance with these Terms, Invisible Commerce grants you a limited non-exclusive, non-transferable, non-sublicensable license to download and install a copy of one or more of the Sites on a mobile device or computer that you own or control and to run such copy of the Site(s) solely for your own personal non-commercial purposes. You may not copy the Site(s), except for making a reasonable number of copies for backup or archival purposes.
Except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the Site(s); (ii) distribute, transfer, sublicense, lease, lend or rent the Site(s) to any third party; (iii) reverse engineer, decompile or disassemble the Site(s); or (iv) make the functionality of the Site(s) available to multiple users through any means. Invisible Commerce reserves all rights in and to the Site(s) not expressly granted to you under these Terms.
Subject to your compliance with these Terms, Invisible Commerce grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and view the Content solely in connection with your permitted use of the Service and solely for your personal and non-commercial purposes.
If you are a Merchant or other commercial enterprise (or are acting on behalf of such person), during the term of this Agreement, you hereby consent to and grant a limited, revocable, non-exclusive, non-transferable, non-sublicensable, royalty-free, worldwide license to Invisible Commerce to use your trademarks, trade names, service marks, trade-dress and other marks (collectively “Marks”) and other designations, copyrights (including photographs and other images), data (including product catalogs or user signals), or other materials (collectively) “Materials”), including at our discretion for the purpose of advertising, marketing and promoting your brand and products online or in our mobile application(s). You shall retain all right, title and interest in and to your Marks and Materials.
As a condition of use, you promise not to use the Service for any purpose that is prohibited by the Terms. The Service (including, without limitation, any and all Content on the Service), is provided only for your own personal, non-commercial use. You are responsible for all of your activity in connection with the Service.
You agree not to any of the following:
We welcome feedback, comments, user experience and suggestions for improvements to our Service (“Feedback“). Customers can submit Feedback by emailing us at firstname.lastname@example.org. Merchants can submit Feedback by emailing us at email@example.com. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose. We are not obligated to keep any Feedback confidential, to pay you anything for any Feedback (whether we use it or not), or to respond to any Feedback. We also are not obligated to return any Feedback to you, in any form. You agree that no Feedback provided to us will violate any right of any third party, including copyright, trademark, privacy or other personal or proprietary rights.
The Service may contain links to third-party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from your use of any third-party websites or resources.
Invisible Commerce may terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your membership. If you wish to terminate your Account, you may do so by following the instructions on the Sites. The provisions relating to Purchases, Ownership of Site and Services, Feedback, Termination, Indemnification, Warranty Disclaimers, Limitation of Liability, Dispute Resolution, and General Terms will survive termination of these Terms.
You agree to indemnify, defend, and hold harmless Invisible Commerce, its officers, directors, employees, agents, licensors and suppliers from and against all losses, expenses, damages and costs (including attorneys’ fees) resulting from any violation of these Terms or any activity related to your account (including negligent or wrongful conduct) by you or any person accessing the Services using your account.
EXCEPT AS OTHERWISE REQUIRED BY LAW, THE SERVICE INCLUDING, WITHOUT LIMITATION, ALL INFORMATION, CONTENT AND ANY FEATURES MADE AVAILABLE TO YOU THROUGH THE SERVICE ARE PROVIDED BY INVISIBLE COMMERCE ON AN “AS IS” AND “AS AVAILABLE” BASIS. INVISIBLE COMMERCE, AND ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, INVISIBLE COMMERCE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE. INVISIBLE COMMERCE DOES NOT WARRANT THAT THE SERVICE, INFORMATION, CONTENT, OR ANY FEATURE MADE AVAILABLE TO YOU THROUGH THE SERVICE, INVISIBLE COMMERCE’S SERVERS OR ELECTRONIC COMMUNICATIONS SENT FROM INVISIBLE COMMERCE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. INVISIBLE COMMERCE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF ANY SERVICE, OR FROM ANY INFORMATION, CONTENT, OR ANY FEATURES MADE AVAILABLE TO YOU THROUGH THE SERVICE. THE LIMITATIONS IN THIS PARAGRAPH DO NOT APPLY TO NEW JERSEY RESIDENTS PURCHASING PRODUCTS FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
THE PRODUCTS (INCLUDING ANY SOFTWARE THAT MAY BE USED IN SUCH PRODUCTS) INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICE ARE PROVIDED BY INVISIBLE COMMERCE ON AN “AS IS” AND “AS AVAILABLE” BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING BY INVISIBLE COMMERCE. INVISIBLE COMMERCE AND ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS AND PARTNERS DO NOT WARRANT THAT THE PRODUCTS WILL MEET YOUR EXPECTATIONS.
YOU MAY BE ELIGIBLE FOR THE MANUFACTURER’S WARRANTIES THAT APPEAR ON OR WITH THE PRODUCTS YOU BUY. EXCEPT FOR SUCH MANUFACTURER’S WARRANTIES, TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, INVISIBLE COMMERCE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE. INVISIBLE COMMERCE DOES NOT WARRANT THAT THE PRODUCTS (INCLUDING THE SOFTWARE THAT MAY BE USED IN ANY PRODUCTS) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. INVISIBLE COMMERCE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF ANY PRODUCTS (INCLUDING THE SOFTWARE THAT MAY BE USED IN ANY PRODUCTS).
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS. THE LIMITATIONS IN THE TWO PRECEDING PARAGRAPHS DO NOT APPLY TO NEW JERSEY RESIDENTS PURCHASING PRODUCTS FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES.
IN NO EVENT SHALL INVISIBLE COMMERCE, OR ITS DIRECTORS, EMPLOYEES, AGENTS, OR PARTNERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICE (INCLUDING, WITHOUT LIMITATION, ANY CONTENT) (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), (III) FOR YOUR RELIANCE ON THE SERVICE OR PRODUCT DESCRIPTIONS, OR (IV) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) THE GREATER OF A) AMOUNTS PAID OR PAYABLE BY YOU IN CONNECTION WITH THE SERVICE; OR B) ONE HUNDRED U.S. DOLLARS ($100.00). SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. THE LIMITATIONS IN THIS PARAGRAPH DO NOT APPLY TO NEW JERSEY RESIDENTS PURCHASING PRODUCTS FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES. UNDER NO CIRCUMSTANCES WILL INVISIBLE COMMERCE BE RESPONSIBLE OR LIABLE FOR ANY PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE OF ANY KIND RESULTING FROM PRODUCTS ORDERED BY YOU, WHETHER OR NOT THEY ARE COVERED BY SHIPPED SHIELD OR ANY OTHER INVISIBLE COMMERCE SERVICE.
These Terms and any action related thereto will be governed by the laws of the State of Washington without regard to its conflict of laws provisions.
You and Invisible Commerce agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Service (collectively, “Disputes“) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an “IP Protection Action“). Without limiting the preceding sentence, you will also have the right to litigate any other Dispute if you provide Invisible Commerce with written notice of your desire to do so by email or regular mail at firstname.lastname@example.org or 92 Lenora Street, Suite 800, Seattle, WA 98121 within thirty (30) days following the date you first agree to these Terms (such notice, an “Arbitration Opt-out Notice“). If you do not provide Invisible Commerce with an Arbitration Opt-out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth in clauses (i) and (ii) above. The exclusive jurisdiction and venue of any IP Protection Action or, if you timely provide Invisible Commerce with an Arbitration Opt-out Notice, will be the state and federal courts located in Washington and each of the parties hereto waives any objection to jurisdiction and venue in such courts. Unless you timely provide Invisible Commerce with an Arbitration Opt-out Notice, you acknowledge and agree that you and Invisible Commerce are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Invisible Commerce otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
The arbitration will be administered by the American Arbitration Association (“AAA“) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules“) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a general Demand for Arbitration and a separate Demand for Arbitration for California residents.) The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.
Unless you and Invisible Commerce otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that you and Invisible Commerce submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award of damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. Invisible Commerce will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys’ fees and expenses if it prevails in arbitration.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, Invisible Commerce will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
Notwithstanding the provisions of the “Modification of Terms” section above, if Invisible Commerce changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to email@example.com) within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Invisible Commerce’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Invisible Commerce in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
These Terms constitute the entire and exclusive understanding and agreement between Invisible Commerce and you regarding the Service (including Products), and these Terms supersede and replace any and all prior oral or written understandings or agreements between Invisible Commerce and you regarding the Service (including Products). If any provision of these Terms is held invalid or unenforceable (either by an arbitrator appointed pursuant to the terms of the “Arbitration” section above or by court of competent jurisdiction, but only if you timely opt out of arbitration by sending us an Arbitration Opt-out Notice in accordance with the terms set forth above), that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without Invisible Commerce’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null.
Invisible Commerce may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns. Any notices or other communications provided by Invisible Commerce under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Service. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
Invisible Commerce’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Invisible Commerce. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
Unless otherwise indicated, the Terms and all Content provided by Invisible Commerce are copyright © Invisible Commerce Limited. All rights reserved. The names of any actual companies and products mentioned on the Sites may be the trademarks of their respective owners.
If you believe that something available through the Sites violates your copyright, notify our copyright agent in writing. The contact information for our copyright agent is at the bottom of this section. In order for us to take action, you must do the following in your notice: (1) provide your physical or electronic signature; (2) identify the copyrighted work that you believe is being infringed; (3) identify the item on the Site that you think is infringing your work and include sufficient information about where the material is located on the Site (including which website and URL) so that we can find it; (4) provide us with a way to contact you, such as your address, telephone number, or e-mail; (5) provide a statement that you believe in good faith that the item you have identified as infringing is not authorized by the copyright owner, its agent, or the law to be used on the Site; and (6) provide a statement that the information you provide in your notice is accurate, and that (under penalty of perjury), you are authorized to act on behalf of the copyright owner whose work is being infringed.
Designated Agent to Receive Notification of Claimed Infringement:
Designated Copyright Agent
92 Lenora Street, Suite 800
Seattle, WA 98121
You may contact Invisible Commerce at the following address:
92 Lenora Street, Suite 800
Seattle, WA 98121