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Last updated: January 20, 2022
The following terms of use are the terms of a legal agreement (“Agreement”) between you (“you” or “your”) and Unit Finance Inc., its subsidiaries, affiliates, agents, and assigns (collectively, “Unit”, “we”, “us”, or “our”). This Agreement sets forth the terms and conditions for your use of Unit’s website, available at www.unit.co (“Website”), as well as the products and services offered, operated or made available by Unit through the Website (collectively, the “Services”), including but not limited to your use of Unit’s developer sandbox environment (the “Sandbox”).
The Website and Services are owned and operated by Unit and are being provided to you expressly subject to this Agreement. By accessing, browsing and/or using the Website or Services, you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement and to comply with all applicable laws and regulations. The terms and conditions of this Agreement form an essential basis of the bargain between you and Unit, and this Agreement governs your use of the Website and Services.
THIS AGREEMENT ALSO INCLUDES, AMONG OTHER THINGS, A BINDING ARBITRATION PROVISION THAT CONTAINS A CLASS ACTION WAIVER. PLEASE REFER TO SECTION 14 BELOW FOR MORE INFORMATION.
Please carefully review this Agreement before using the Website or Services, or accessing any data therein. If you do not agree to these terms, you may not access or use the Website or Services. To use Unit’s Website, or Services, you must be of legal age to form a binding contract with Unit and not prohibited by law from using the Website or Services.
Unit reserves the right to amend this Agreement at any time and will notify you of any such changes by posting the revised Agreement on the Website. You should check this Agreement on the Website periodically for changes. All changes shall be effective upon posting, and we will also revise the “last updated” date stated above. Your continued use of the Website or Services after any change to this Agreement constitutes your agreement to be bound by any such changes. Unit may terminate, suspend, change, or restrict access to all or any part of the Website or Services at any time without notice or liability in its sole discretion.
3.a. Communications to Be Provided in Electronic Form.
By choosing to use the Website or Services, you may receive disclosures, notices, documents, and any other communications about the Website, Services, or Unit from Unit (“Communications”) from time to time. We can only give you the benefits of our Services by conducting business through the Internet and, therefore, we need you to consent to receiving Communications electronically. We may discontinue electronic provision of Communications at any time in our sole discretion. If you do not consent to receiving all Communications electronically, or later attempt to revoke your consent, you will no longer be authorized to access the Website or use the Services.
3.b. Communications in Writing.
By accepting this Agreement, you agree that electronic Communications shall be considered “in writing” and have the same meaning and effect as if provided in paper form, unless you have withdrawn your consent to receive Communications electronically, as stated below. You agree that we have no obligation to provide you Communications in paper format, although we reserve the right to do so at any time. You will need a valid email address and sufficient storage space to save Communications or the capability to print the Communications from the device on which you view them.
3.c. Updating Records.
As noted above, you can update your User Information (as defined in Section 5) by accessing your Unit account and updating your User Information.
Unit maintains a Privacy Policy, available at https://www.unit.co/privacy-policy,which details what data we collect, and how we collect it and use it. Our Privacy Policy is fully incorporated into this Agreement. We reserve the right to update the Privacy Policy at any time at our discretion, and that any changes made to our Privacy Policy are effective when the updates are live on the Website.
To access the Services, you must create an account on the Unit Platform (“Unit Account”), including the creation of a Login ID and password and become a user (“User”).
You agree to provide accurate, current, and complete information—such as your name, company name, mailing address, and email address—as may be prompted during account registration, in connection with your use of the Services, or as otherwise requested by Unit (“User Information”). You further represent that you are authorized to provide us with all User Information and other information you provide to us to facilitate your use of the Website and Services.
Should you believe or have reason to believe that any of your User Information, including your Login ID and/or password, has been compromised, or that another person is or may be accessing your Unit Account, you agree to change your password and notify us as soon as possible at support@unit.co.
Unit is a financial technology company that provides banking-as-a-service APIs that allow companies to launch banking products quickly and compliantly. Unit offers the Sandbox to allow prospective clients to learn about Unit’s products and services. The Sandbox is intended to permit prospective customers to test Unit’s products and services using artificial or fabricated data in a non-production environment.
6.a. Sandbox Use
You must create a Unit Account on the Website to access Unit’s Sandbox services. You may use the Sandbox solely for internal evaluation of the Services to determine whether to enter into a paid commercial relationship with Unit, and not for production access, competitive intelligence, or any other purpose. In using the Sandbox, you agree to comply at all times with Unit’s applicable documentation, policies, and instructions, as amended from time to time, including those relating to the data types and use cases eligible for use in the Sandbox. Unit may make available different types of Sandbox accounts, and each such Sandbox account may have different available functionality or usage limits. Unit may modify or disable any Sandbox account (and delete related data submitted by you or provided by Unit) at any time in its sole discretion without notice or liability to you. Unit has no support obligations for the Sandbox or any Sandbox accounts. All use of the Sandbox is subject to the terms and conditions of this Agreement.
6.b. Ownership
Except for the rights expressly granted to you in this Agreement, Unit reserves and retains all right, title, and interest in and to the Website and Services, which includes but is not limited to your use of the Sandbox, and any other intellectual property created, used, or provided by Unit for the purposes of this Agreement. To the extent you provide Unit with any feedback relating to the Services or the Sandbox (including, without limitation, feedback related to usability, performance, interactivity, bug reports and test results) (“Feedback”), Unit will own all right, title and interest in and to such Feedback (and you hereby make all assignments necessary to effect such ownership by Unit).
6.c. Additional Users
If any of your employees, agents, contractors and service providers access the Services and the Sandbox on your behalf, you remain responsible for their compliance with all of the terms and conditions of this Agreement (including without limitation terms relating to use of Services and the Sandbox) and that any such use of the Services and the Sandbox is for your sole benefit in evaluating the Services. If you enable any third parties to access the Sandbox, you (and not Unit) remain solely responsible for your relationships with such third parties and for any related billing matters, technical support, or disputes.
6.d. No Use of Personally Identifying Information
You may use the Sandbox with only artificial, fabricated, or “dummy” data and are not permitted to input into the Sandbox any personally identifying information belonging to you, your customers, or other individuals. Unit expressly disclaims any responsibility for any personally identifying information that you may upload to the Sandbox and will treat all data input into the Sandbox as public, nonconfidential data.
You agree to use the Website and Services only for lawful purposes. You are prohibited from any use of the Website and/or Services that would constitute a violation of any applicable law, regulation, rule, or ordinance of any nationality, state, or locality or of any international law or treaty, or that could give rise to any civil or criminal liability. Any unauthorized use of the Website or Services, including but not limited to unauthorized entry into Unit’s systems, misuse of passwords, or misuse of any information posted on the Website or through the Services is strictly prohibited.
Unit is designed to be used within the United States. Users understand and agree that their use of the Website and Services outside the United States is contingent on local laws and regulations, which may differ from those of the United States. Different features of the Website and Services may be restricted outside the United States. Unit makes no claims concerning whether use of the Website or Services is appropriate outside of the United States. If you access the Website or the Services from outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
You agree that you will not (a) try to reverse engineer, disassemble, decompile, or decipher the Website, or the Services or software comprising the Website and Services, including but not limited to the Sandbox; (b) navigate or search the Website or Services with any tool, software, agent, engine or other means (including bots, avatars, intelligent agents, or spiders); (c) use a means other than Unit’s provided interface to access the Website, or the Services; (d) use the Website or the Services in a way that could impair, overburden, damage, or disable any portion of the Website or Services; or (e) mirror any material or content contained on the Website or the Services.
Unit reserves the right to take various actions against you if we believe you have engaged in activities restricted by this Agreement or by any laws or regulations. Unit also reserves the right to take action to protect itself, other users, and other third parties from any liability, fees, fines, or penalties. We may take actions including, but not limited to (i) updating information you have provided to us so that it is accurate; (ii) limiting or completely closing your access to the Website or the Services; (iii) suspending or terminating your ability to use the Website or Services on an ongoing basis; (iv) taking legal action against you; and/or (v) holding you liable for the amount of Unit’s damages caused by any violation by you of this Agreement or any applicable law or regulation.
The Website and the Services are owned and operated by Unit. All content, visual interfaces, information, graphics, design, compilation, computer code, products, software, services, text, data, contents, names, trade names, trademarks, trade dress, service marks, layout, logos, designs, images, graphics, illustrations, artwork, icons, photographs, displays, sound, music, video, animation, organization, assembly, arrangement, interfaces, databases, technology, and all intellectual property of any kind whatsoever and the selection and arrangement thereof (collectively, “Unit Materials”) are owned exclusively by Unit or its licensors or suppliers and are protected by U.S. copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights and applicable laws.
Nothing on the Website or about the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the Unit Materials displayed on the Website or the Services except as expressly set forth herein, without our prior written consent in each instance. You may not use, copy, display, distribute, modify, or reproduce any of the Unit Materials found on the Website or Services unless in accordance with written authorization by us. Any questions concerning any Unit Materials, or whether any mark or logo is a Unit Material, should be referred to Unit. All rights related to the Unit Materials are hereby reserved.
You agree that the Unit Materials may not be copied, reproduced, distributed, republished, displayed, posted, or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the express prior written consent of Unit. You acknowledge that the Unit Materials are and shall remain the property of Unit. You may not modify, participate in the sale or transfer of, or create derivative works based on any Unit Materials, in whole or in part.
Unit uses various technologies to collect information, and this may include sending cookies to your computer or mobile device. Cookies are small data files that are stored on your hard drive or in device memory by a website or mobile application. Among other things, cookies support the integrity of Unit’s registration process, retain your preferences and account settings, and help evaluate and compile aggregated statistics about user activity. Cookies also allow Unit to provide you with relevant and personalized advertisements during your use of the Services.
Unit may also collect information using web beacons. Web beacons are electronic images that may be used in our Services or emails. Unit may use web beacons to deliver cookies, count visits, understand usage, and determine whether an email has been opened and acted upon.
In some cases, cookies, web beacons, and similar files are stored on your device only as long as your browser is running (session cookie); in other cases, such information will remain stored on your device for longer (permanent cookie). If your device offers the appropriate feature, you can block, delete or disable these cookies. In the settings of your device or browser, you can access your cookies and cookie settings.
Unit may work with third-party service providers that have Unit’s permission to use third-party cookies, web beacons or similar technologies to store information on the Website in order to improve your user experience with the Services.
In addition, Unit is required by California law to tell you how Unit responds to so-called do-not-track (DNT) signals from browsers. Since there are currently no industry-wide or legal standards for detecting or accepting DNT signals, Unit is currently not responding to any such signals. Unit will reevaluate its approach once industry-wide or legal standards become available.
Unit may terminate this Agreement at any time, without notice, or suspend or terminate your access and use of the Website or the Services at any time, with or without cause, in Unit’s sole and absolute discretion and without notice. The following provisions of this Agreement shall survive termination of your use or access to the Website or the Services: the sections concerning Indemnification, Disclaimer of Warranties, Limitation of Liability, Waiver, Dispute Resolution by Binding Arbitration, General Provisions, and any other provision that by its terms survives termination of your use or access to the Website or the Services. Unit further reserves the right to modify or discontinue, either temporarily or permanently, any portions or all of the Website or Services at any time with or without notice.
THE WEBSITE AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, UNIT AND ALL OF ITS SUCCESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, STOCKHOLDERS, INVESTORS, EMPLOYEES, AGENTS, REPRESENTATIVES AND ATTORNEYS AND THEIR RESPECTIVE HEIRS, SUCCESSORS, ASSIGNS, LICENSORS AND SUPPLIERS (COLLECTIVELY, THE “UNIT PARTIES”) EXPRESSLY MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS, STATUTORY, OR IMPLIED AS TO THE CONTENT OR OPERATION OF THE WEBSITE OR THE SERVICES. YOU EXPRESSLY AGREE THAT YOUR USE OF THE WEBSITE OR THE SERVICES IS AT YOUR SOLE RISK. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 WHICH PROVIDES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
THE UNIT PARTIES MAKE NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, OR USEFULNESS OF ANY OF THE INFORMATION OR CONTENT ON THE WEBSITE OR THE SERVICES, AND EXPRESSLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE. THE UNIT PARTIES MAKE NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT THE WEBSITE OR SERVICES ARE FREE OF VIRUSES, BUGS, DEFECTS, ERRORS, OR OTHER COMPUTING ROUTINES THAT CONTAIN DAMAGING OR OTHERWISE CONTAMINATING PROPERTIES, OR PROGRAMS INTENDED TO INTERCEPT OR STEAL PERSONAL OR SYSTEM DATA.
Please note, the ability to exclude warranties varies in different jurisdictions. To the extent that a jurisdiction places limits on the ability for a party to exclude warranties, these exclusions exist to the extent permitted by law. Because of this jurisdictional variance, some of the above exclusions may not apply to you.
THE UNIT PARTIES WILL NOT BE RESPONSIBLE, UNDER ANY CIRCUMSTANCES, TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED, OR PUNITIVE DAMAGES, INCLUDING DAMAGES UNDER WARRANTY, CONTRACT, TORT, NEGLIGENCE, OR ANY OTHER CLAIMS, ARISING OUT OF OR RELATING TO YOUR USE OF THE WEBSITE OR THE SERVICES, THE UNIT MATERIALS, OR ANY CONTENT OR OTHER MATERIALS ON OR ACCESSED THROUGH THE WEBSITE OR THE SERVICES, EVEN IF UNIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE UNIT PARTIES WILL ALSO NOT BE LIABLE TO YOU FOR ANY USE OF INFORMATION, DATA, OR OTHER MATERIAL TRANSMITTED VIA THE WEBSITE OR THE SERVICES, OR FOR ANY ERRORS, DEFECTS, INTERRUPTIONS, DELETIONS, OR LOSSES RESULTING FROM, INCLUDING LOSS OF PROFIT, REVENUE, OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO, OR USE OF, THE WEBSITE OR THE SERVICES. IN NO EVENT WILL UNIT’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED USD $1,000 (ONE THOUSAND UNITED STATES DOLLARS). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE WEBSITE OR THE SERVICES OR WITH THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF OUR SERVICES.
To the fullest extent permitted by law, you agree to indemnify, defend and hold harmless Unit from and against any and all claims, losses, expenses, demands or liabilities, including reasonable attorneys’ fees arising out of or relating to (a) your access to, use of or alleged use of the Website or the Services; (b) your violation of this Agreement or any representation, warranty, or agreements referenced herein, or any applicable law or regulation; (c) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (d) any disputes or issues between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and in such case, you agree to cooperate fully with our defense of such claim. You agree not to settle any matter without the prior written consent of Unit.
YOU MUST READ THIS PROVISION CAREFULLY AND UNDERSTAND THAT IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND UNIT. YOU UNDERSTAND THAT YOU HAVE THE RIGHT TO OPT OUT OF THIS PROVISION AS PROVIDED IN SECTION 14.e. BELOW.
14.a. Election to Arbitrate.
You and Unit agree that the sole and exclusive forum and remedy for resolution of any legal claim (“Claim”) arising out of this relationship or otherwise be a final and binding arbitration pursuant to this Section 15 (the “Arbitration Provision”), unless you opt out as provided in Section 14.c. below. As used in this Arbitration Provision, Claim shall include any past, present, or future claim, dispute, or controversy involving you (or persons claiming through or connected with you), on the one hand, and us on the other hand, relating to or arising out of this Agreement, and/or the activities or relationships that involve, lead to, or result from this Agreement, including (except to the extent provided otherwise in the last sentence of Section 14.h. below) the validity or enforceability of this Arbitration Provision, any part thereof, or the entire Agreement. Claims are subject to arbitration regardless of whether they arise from contract; tort (intentional or otherwise); a constitution, statute, common law, or principles of equity; or otherwise. Claims include matters arising as initial claims, counter-claims, cross-claims, third-party claims, or otherwise. Please note that you may continue to assert Claims in small claims court, if your Claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The scope of this Arbitration Provision is to be given the broadest possible interpretation that is enforceable.
14.b. Applicability of the Federal Arbitration Act; Arbitrator’s Powers.
This Arbitration Provision is made pursuant to a transaction involving interstate commerce and shall be governed by and enforceable under the Federal Arbitration Act (the “FAA”). The arbitrator will apply substantive law consistent with the FAA and applicable statutes of limitations. The arbitrator may award damages or other types of relief permitted by applicable substantive law, subject to the limitations set forth in this Arbitration Provision. The arbitrator will not be bound by judicial rules of procedure and evidence that would apply in a court. The arbitrator shall take steps to reasonably protect confidential information.
14.c. Opt-Out of Arbitration Provision.
You may opt-out of this Arbitration Provision for all purposes by sending an arbitration opt out notice to support@unit.co within 60 days of the date of your electronic acceptance of the terms of this Agreement. The opt-out notice must clearly state that you are rejecting arbitration; identify the Agreement to which it applies by date; provide your name, address, and social security number; and be signed by you. You may send an opt-out notice in any manner you see fit as long as it is received at the specified address within the specified time. No other methods can be used to opt out of this Arbitration Provision. If the opt-out notice is sent on your behalf by a third party, such third party must include evidence of his or her authority to submit the opt out notice on your behalf.
14.d. Informal Dispute Resolution.
If a Claim arises, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost-effective means of resolving the dispute quickly. You agree that before filing any claim in arbitration, you may submit Claims by sending an email to support@unit.co at any time.
14.e. Arbitration Procedures.
The party initiating arbitration shall do so with the American Arbitration Association (the “AAA”) or Judicial Alternatives and Mediation Services (“JAMS”). The arbitration shall be conducted according to, and the location of the arbitration shall be determined in accordance with, the rules and policies of the administrator selected, except to the extent the rules conflict with this Arbitration Provision or any countervailing law. If you have any questions concerning the AAA or would like to obtain a copy of the AAA arbitration rules, you may call 1-(800) 778-7879 or visit the AAA's web site at: www.adr.org. If you have any questions concerning JAMS or would like to obtain a copy of the JAMS arbitration rules, you may call 1-(800) 352-5267 or visit their website at: www.jamsadr.com. In the case of a conflict between the rules and policies of the administrator and this Arbitration Provision, this Arbitration Provision shall control, subject to countervailing law, unless all parties to the arbitration consent to have the rules and policies of the administrator apply. With respect to all disputes arising in relation to this Agreement, but subject to the preceding Arbitration Provision, the parties consent to exclusive jurisdiction and venue in the state and federal courts located in Los Angeles, California.
14.f. Arbitration Fees.
If we elect arbitration, we shall pay all the administrator's filing costs and administrative fees (other than hearing fees). If you elect arbitration, filing costs and administrative fees (other than hearing fees) shall be paid in accordance with the rules of the administrator selected, or in accordance with countervailing law if contrary to the administrator's rules. We shall pay the administrator's hearing fees for one full day of arbitration hearings. Fees for hearings that exceed one day will be paid by the party requesting the hearing, unless the administrator's rules or applicable law require otherwise, or you request that we pay them, and we agree to do so. Each party shall bear the expense of its own attorneys' fees, except as otherwise provided by law. If a statute gives you the right to recover any of these fees, these statutory rights shall apply in the arbitration notwithstanding anything to the contrary herein.
14.g. Appeals.
Within 30 days of a final award by the arbitrator, any party may appeal the award for reconsideration by a three-arbitrator panel selected according to the rules of the arbitrator administrator. In the event of such an appeal, any opposing party may cross-appeal within 30 days after notice of the appeal. The panel will reconsider de novo all aspects of the initial award that are appealed. Costs and conduct of any appeal shall be governed by this Arbitration Provision and the administrator's rules, in the same way as the initial arbitration proceeding. Any award by the individual arbitrator that is not subject to appeal, and any panel award on appeal, shall be final and binding, except for any appeal right under the FAA, and may be entered as a judgment in any court of competent jurisdiction.
14.h. No Class Actions.
NO ARBITRATION SHALL PROCEED ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS (INCLUDING AS PRIVATE ATTORNEY GENERAL ON BEHALF OF OTHERS), EVEN IF THE CLAIM OR CLAIMS THAT ARE THE SUBJECT OF THE ARBITRATION HAD PREVIOUSLY BEEN ASSERTED (OR COULD HAVE BEEN ASSERTED) IN A COURT AS CLASS REPRESENTATIVE, OR COLLECTIVE ACTIONS IN A COURT. Unless consented to in writing by all parties to the arbitration, no party to the arbitration may join, consolidate, or otherwise bring claims for or on behalf of two or more individuals or unrelated corporate entities in the same arbitration unless those persons are parties to a single transaction. Unless consented to in writing by all parties to the arbitration, an award in arbitration shall determine the rights and obligations of the named parties only, and only with respect to the claims in arbitration, and shall not (a) determine the rights, obligations, or interests of anyone other than a named party, or resolve any Claim of anyone other than a named party; nor (b) make an award for the benefit of, or against, anyone other than a named party. No administrator or arbitrator shall have the power or authority to waive, modify, or fail to enforce this Section 20(h), and any attempt to do so, whether by rule, policy, arbitration decision or otherwise, shall be invalid and unenforceable. Any challenge to the validity of this Section 20(h) shall be determined exclusively by a court and not by the administrator or any arbitrator.
14.i. Survival and Severability of Arbitration Provision.
This Arbitration Provision shall survive the termination of this Agreement. If any portion of this Arbitration Provision other than Section 14.h. is deemed invalid or unenforceable, the remaining portions of this Arbitration Provision shall nevertheless remain valid and in force. If there is a final judicial determination that applicable law precludes enforcement of this Arbitration Provision’s limitations as to a particular claim for relief or particular term, then that claim (and only that claim) or that term (and only that term) must be severed from the Arbitration Provision and may be brought in court. If an arbitration is brought on a class, representative, or collective basis, and the limitations on such proceedings in Section 14.h. are finally adjudicated pursuant to the last sentence of Section 14.h. to be unenforceable, then no arbitration shall be had. In no event shall any invalidation be deemed to authorize an arbitrator to determine Claims or make awards beyond those authorized in this Arbitration Provision.
14.j. Judicial Forum for Claims.
Except as otherwise required by applicable law, in the event that this Arbitration Provision is found not to apply to you or your Claim, you and Unit agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of New York, New York. Both you and Unit consent to venue and personal jurisdiction there and agree to waive any of respective rights to a jury trial.
14.k. Waiver of Right to Litigate.
THE PARTIES ACKNOWLEDGE THAT THEY HAVE A RIGHT TO LITIGATE CLAIMS THROUGH A COURT BEFORE A JUDGE OR JURY BUT WILL NOT HAVE THAT RIGHT IF ANY PARTY ELECTS ARBITRATION PURSUANT TO THIS ARBITRATION PROVISION. THE PARTIES HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHTS TO LITIGATE SUCH CLAIMS IN A COURT BEFORE A JUDGE OR JURY UPON ELECTION OF ARBITRATION BY ANY PARTY.
Except for Section 14 which is governed by the FAA, this Agreement and all Claims are governed by the laws of the State of New York, without regard to conflict-of-law rules.
If any provision of this Agreement is found to be invalid, unlawful, void, or unenforceable by either an arbitrator or a court of competent jurisdiction, this Agreement’s remaining provisions shall be enforced to the fullest extent possible, and the remaining provisions of the Agreement shall remain in full force and effect.
You agree that if Unit does not enforce any of its legal rights or remedies under this Agreement, or other legal rights or remedies Unit has under applicable laws, this shall not be construed as a formal waiver of those rights or remedies or any other rights in any way whatsoever.
This Agreement is the entire understanding and agreement between you and Unit. This Agreement supersedes any previous Terms of Use agreement or other agreement to which you and Unit may have been bound. This Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Neither the course of conduct between parties nor trade practice shall act to modify any provision of the Agreement. You may not assign or transfer this Agreement or your rights hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign this Agreement or any of our rights or obligations under this Agreement at any time without notice. All rights not expressly granted herein are hereby reserved. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
If you have questions regarding the Agreement or the practices of Unit, please contact us by e-mail at support@unit.co.
