Terms of use
Last Updated: Feb 6th, 2025
Last Updated: Feb 6th, 2025
Terms of Use
Last updated on Feb 6th, 2025.
PLEASE REVIEW THESE TERMS OF USE BEFORE USING OUR WEBSITE. THIS TERMS OF USE INCLUDES TERMS THAT AFFECT YOUR RIGHTS, INCLUDING A MANDATORY ARBITRATION OF DISPUTES PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN PERMITTING JURY TRIALS OR CLASS ACTION LAWSUITS. BY USING OUR WEBSITE AND ANY OTHER SERVICES, YOU ARE THUS WAIVING YOUR RIGHTS TO RESOLVE DISPUTES WITH US THROUGH JURY TRIALS OR CLASS ACTION LAWSUITS
Welcome to Kaizen Pay!
The websites and platforms available at https://www.kaizenprocessing.com, https://kaizen.payments.vertebraetechnologies.com, and https://www.kaizen-payments.com (including, without limitation, all subdomains and pages of the foregoing and any applications associated with the foregoing, collectively, the “Website” or the “Site”) are owned by Kaizen Pay Corporation (“Company”, “Kaizen”, “we”, “us”, or “our”), a one-stop shop for the debt collection industry, including, among other things, a debt collection marketplace and collections and tracking platform and software.
We operate this Website, and we own (or license) the products and services available through this Website or that reference or link to these Terms of Use, including access to and use of the Kaizen Pay “debt collection platform” (as referenced and described on the Website) and any and all tools, functions, and products accessible on or through the Website (collectively, the “Products and Services” and/or the “Products” or the “Services,” as the context dictates), including, among other things, the Debt Collection Marketplace, the Debt Settlement tools (including the Scrubbing API), and the suite of Collections Software products, and any other tools, functions, services, or products referenced or described on the Website . Before any user or visitor to the Website (“you” or a “user”), including any person or entity who uses any Products or Services, can use any of our Products and Services, you must agree to all the terms that govern our relationship with you. These Terms of Use (the “Terms” or “Agreement”) apply to all visitors to and users of the Website, as well as to all users of the Products and Services. These Terms include the Privacy Policy (https://www.kaizen-payments.com/privacy-policy), pricing and other terms set forth on or accessible through the Website (e.g., at https://www.kaizen-payments.com/pricing), and the FAQs, as well as any other documents, terms, and agreements accessible on or through the Website , and all such documents and agreements are hereby incorporated in these Terms as though set forth herein in full. These Terms constitute a legal document and create an agreement between you (the user), and us, Kaizen. IF YOU DO NOT AGREE WITH THESE TERMS, DO NOT ACCESS OR USE THIS SITE OR ANY OF OUR PRODUCTS AND SERVICES OR ANY CONTENT OR MATERIALS.
YOUR ACCESS TO AND USE OF THIS WEBSITE OR ANY PRODUCTS AND SERVICES OFFERED BY US VIA THIS WEBSITE (INCLUDING THE KAIZEN PLATFORM) SIGNIFIES YOUR AGREEMENT TO BE BOUND BY THESE TERMS. PLEASE READ THESE TERMS VERY CAREFULLY. THEY INCLUDE IMPORTANT INFORMATION REGARDING YOUR RIGHTS, INCLUDING YOUR AGREEMENT TO ARBITRATION , AND OTHER IMPORTANT TERMS AFFECTING YOUR RIGHTS. IF YOU DO NOT AGREE WITH THE TERMS OR DO NOT WISH TO BE BOUND BY THE TERMS, YOU MUST DISCONTINUE IMMEDIATELY THE USE OF THIS WEBSITE AND OF OUR PRODUCTS AND SERVICES.
Please realize that all Products and Services offered or accessible through this Website, your access and use of this Website and any materials you obtain through it, and your conduct on this Website all are governed by these Terms. Also, unless explicitly stated otherwise, any new features, products, or services that change, augment, or enhance the current Products and Services offered by or through this Website shall be subject to and governed by these Terms. Additionally, note that the use of certain materials or the conduct of certain transactions on the Site may be subject to additional terms and conditions that will be made available to users prior to their using such material or completing such transactions, including a separate or additional agreement. Unless otherwise stated in any such additional terms and conditions applicable to any of those transactions in which you choose to participate or any materials you wish to use, such additional terms and conditions hereby are incorporated here into this Agreement as though set forth in full. In the event of any conflict between the Terms of Use and any other terms and conditions or specific agreement that you may enter into with the Company in connection with any transactions or conduct on the Website, the additional or specific agreement will control as to any conflicting terms.
By using or purchasing any Product or Service, including any tool, function, or feature presented on or through the Site or viewing any element of content displayed on the Site, you signify your acceptance to each term and condition of the Terms. These Terms apply to any separate agreement of any kind related to the Site or any Products or Services, and are incorporated by reference into any such agreement as if fully set forth therein.
PLEASE REALIZE THAT THE TERMS AND CONDITIONS OF THIS AGREEMENT APPLY NOT ONLY TO YOUR USAGE OF THE SITE (INCLUDING ALL PRODUCTS AND SERVICES ACCESSIBLE ON OR THROUGH THE SITE), BUT ALSO TO ANY SUBSEQUENT AGREEMENTS WHEREBY KAIZEN OR A SUBSIDIARY, OR AFFILIATE PROVIDES YOU ANY SERVICE WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, ANY AGREEMENT, PLATFORM, OR WEBSITE THAT LINKS BACK TO THS AGREEMENT.
------------------------------------------------------------------
TABLE OF CONTENTS
1. No Users Under the Age of 18
2. Registration/Sign Up Obligations
3. Eligibility; Confidentiality of Codes, Passwords, and Information; Availability of Website and Products and Services
4. Rules of Behavior Regarding this Website
5. User Contributions; Compliance with Privacy and Data Protection Laws, Consumer Debt Laws, and Other Applicable Laws
6. Monitoring and Enforcement of Conduct and Content (Including Our Suspension/Termination Rights)
7. Content Standards
8. Intellectual Property
9. Settlement Companies and Collection Agencies; Sorting Debt Data and Buying/Settling Debt
10. Payments; Prices
11. User Disputes
12. Promotional Information
13. Links to/from Other Sites
14. Linking to the Website and Social Media Features
15. Geographic Restrictions
16. Disclaimers
17. Indemnification (and “Indemnified Parties”)
18. Limitation of Liability; Damages Cap
19. Jurisdictional Issues, Including Availability in Foreign Jurisdictions and Export Control
20. Termination of Access
21. Dispute Resolution and Arbitration
22. Notice and Procedure for Making Claims of Copyright Infringement
23. General Provisions
24. Feedback; Assistance
-----------------------------------------------------------------
1. No Users Under the Age of 18
Persons under the age of eighteen (18) are not eligible to use this Website or to purchase any of our Products and Services, and we ask that minors and children do not “Sign Up” (defined below), submit any personal or confidential information to us, or otherwise access or use this Website or its Products or Services.
IF YOU ARE UNDER THE AGE OF 18, YOU MAY NOT REGISTER OR SIGN UP FOR ANY SERVICES OFFERED BY THIS WEBSITE, AND YOU MAY NOT VISIT ANY OF OUR PAGES. IN ADDITION, PLEASE NOTE THAT ONLY PERSONS AGED 18 YEARS OR OVER MAY AGREE TO THE TERMS OF USE OF THIS WEBSITE, INCLUDING THE PRIVACY POLICY. PERSONS YOUNGER THAN 18 YEARS OF AGE MAY NOT ACCESS OR USE THIS WEBSITE OR THE SERVICES AND PRODUCTS OFFERED THROUGH THE WEBSITE. By accessing or using this site unsupervised and/or registering for an account, you warrant that you are eighteen (18) years of age or older.
2. Registration/Sign Up Obligations
To access and utilize certain Products and Services on this Website, including using the Debt Collection Marketplace or Collections Software, you will be required to create an account and user ID or otherwise sign up and provide certain information we request (“Sign Up”) for you to become an authorized user of our Products and Services. If you Sign Up as a Collection Agency, Creditor, Debt Buyer, or in some other permitted capacity, you agree to provide us with true, accurate, current and complete information about yourself and your business as requested by us (“Registration/Sign Up Information”). The Registration/Sign Up Information may include name, e-mail address, business name, billing address, phone number, website address, and other information about you and your business. For some users (e.g., collection agencies), we may have a compliance process that requires that we check your Better Business Bureau (BBB) license number and that we check for public claims and complaints, etc.
By becoming an authorized user (whether Collection Agency, Creditor, Debt Buyer, or another authorized user), you further agree as follows:
All personal information that you provide to us or that we otherwise collect from you, including the Registration/Sign Up Information, is collected, used, retained, and/or stored subject and pursuant to our Privacy Policy. You agree that all information you provide to us (including any Registration/Sign Up Information, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy. For more information regarding our collection, use, processing, and retention of the Registration/Sign Up Information and other personal information you may provide to us, please read this Website’s Privacy Policy. [https://www.kaizen-payments.com/privacy-policy]
3. Eligibility; Confidentiality of Codes, Passwords, and Information; Availability of Website and Products and Services
Use of this Website and of all Products and Services is void where prohibited.
You agree to treat as strictly private and confidential any user ID and related password that you may have received or that you created for your account or that otherwise is required for entry to this Website or to any tool. platform, or other Product or Service that we provide and all information to which you have access through password-protected areas and will not cause or permit any such information to be communicated, copied or otherwise divulged to any other person whatsoever. You are solely responsible for the security of your password, for maintaining the confidentiality of your password, and for any and all uses of your account. You agree to log off your account at the end of each session so that no one else can gain access to the Website or to any Products and Services through your account. You agree not to use the account, username, or password of another user (including another Collection Agency, Creditor, or Debt Buyer) at any time or to disclose your password to any other person or entity. You agree to notify us immediately if you suspect that there has been any unauthorized use of your account or access to your password or if you believe the confidentiality of your password has been compromised in any manner. Any loss that you sustain due to a lack of security on your part regarding your codes or passwords is your sole loss to sustain.
BY USING THIS WEBSITE AND ITS PRODUCTS AND SERVICES, YOU REPRESENT AND WARRANT THAT (i) ALL REGISTRATION/SIGN UP INFORMATION YOU SUBMIT IS TRUTHFUL AND ACCURATE; (ii) YOU WILL MAINTAIN THE ACCURACY OF ALL SUCH INFORMATION; (iii) YOU ARE 18 YEARS OF AGE OR OLDER; (iv) YOU ARE NOT CURRENTLY RESTRICTED FROM USING THE SITE, OR NOT OTHERWISE PROHIBITED FROM HAVING AN ACCOUNT WITH US; (v) YOU WILL NOT ACCESS THE PRODUCTS AND SERVICES THROUGH AUTOMATED OR ANY OTHER NON-HUMAN MEANS, INCLUDING THROUGH A BOT OR SCRIPT (NOT INCLUDING CLIENT-SERVER COMMUNICATIONS VIA APPLICATION (API)) ; (vi) YOU HAVE THE FULL RIGHT, POWER, AND AUTHORITY TO ENTER INTO (AND, WHERE APPLICABLE, PERFORM) THESE TERMS OF USE, AND DOING SO WILL NOT VIOLATE ANY OTHER AGREEMENT TO WHICH YOU ARE A PARTY; (vii) YOUR USES OF THE WEBSITE AND OF ANY PRODUCTS AND SERVICES DO NOT VIOLATE ANY APPLICABLE LAWS OR REGULATIONS; AND (viii) YOU AGREE TO PROVIDE, OPERATE, AND MAINTAIN, AT (AS BETWEEN YOU AND US) YOUR SOLE COST, EXPENSE, AND RISK, ANY AND ALL EQUIPMENT, SOFTWARE, APPLICATIONS, AND INTERNET ACCESS REQUIRED OR NECESSARY TO USE THIS SITE AND OUR PRODUCTS AND SERVICES.
We reserve the right to withdraw or amend this Website, and any of the Products and Services that we provide on or through the Website, in our sole discretion and without notice. We have no liability if, for any reason, all or any part of the Website (including any Products and Services) is unavailable at any time or for any period. From time to time, we may restrict user access to some parts of the Website or to the entire Website, and we will have no liability for any such restricted access.
You are responsible for making any arrangements necessary for you to have access to the Website and for ensuring that all persons who access the Website through your internet connection are aware of these Terms and comply with them.
In the future, we may offer different types of paid or unpaid subscription Products and Services or membership packages that allow you to utilize additional or different Products and Services or features than what is currently offered. In the event such new or different Products and Services or packages or features become available on or through this Website, we will notify you of the terms and conditions of such Products and Services on this Website to the extent they are different or have additional use restrictions or instructions, and we may reference them in these Terms, as well. Please continue to check back here and elsewhere on this Website for more information.
WHILE WE MAKE REASONABLE EFFORTS TO ENSURE THAT THIS WEBSITE AND THE PRODUCTS AND SERVICES (INCLUDING THE DEBT COLLECTION MARKETPLACE AND COLLECTIONS SOFTWARE) ARE AVAILABLE AT ALL TIMES, WE DO NOT GUARANTEE, REPRESENT, OR WARRANT THAT THIS WEBSITE OR ITS PRODUCTS AND SERVICES (INCLUDING THE DEBT COLLECTION MARKETPLACE AND COLLECTIONS SOFTWARE) WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE DO NOT GUARANTEE THAT USERS (INCLUDING CREDITORS, COLLECTION AGENCIES, AND/OR DEBT BUYERS) WILL BE ABLE TO ACCESS OR USE ALL OF THE WEBSITE’S OR FEATURES AND PRODUCTS AND SERVICES AT ALL TIMES. WE ALSO DO NOT GUARANTEE OR WARRANT THAT ANY CONTENT THAT YOU MAY HAVE UPLOADED OR OTHERWISE USED IN CONNECTION WITH YOUR ACCOUNT OR OTHERWISE WILL NOT BE SUBJECT TO INADVERTENT DAMAGE, CORRUPTION, OR DESTRUCTION. YOU ARE RESPONSIBLE FOR BACKING UP AND SAVING YOUR OWN CONTENT. IF ANY DATA THAT IS SENT TO OR STORED ON THIS WEBSITE OR PLATFORM IS LOST OR CORRUPTED IN ANY WAY, WE HAVE NO OBLIGATION OR LIABILITY TO YOU. WE ASSUME NO RESPONSIBILITY IF THIS WEBSITE, THE KAIZEN PLATFORM, OR ANY OF OUR PRODUCTS AND SERVICES BECOME UNAVAILABLE FOR ANY REASON OR FAIL TO MEET YOUR REQUIREMENTS, OR IF ANY PRODUCTS AND SERVICES PROVIDE INACCURATE OR UNTIMELY INFORMATION. THIS WEBSITE MAY CONTAIN TECHNICAL OR OTHER MISTAKES OR INACCURACIES, AS WELL AS TYPOGRAPHICAL ERRORS.[SG20]
4. Rules of Behavior Regarding this Website
You may use the Website and our Products and Services only for lawful purposes and accordance with the Terms, and you may never engage in any of the following activities: (a) Violation of any applicable law, whether civil, criminal, or regulatory in nature, regarding your usage of the Site; (b) Engaging in any action, indirectly or directly, that may be harmful to Kaizen, the Kaizen Products, Services, or Website, any functions or features thereof.
While visiting this Website, you shall not submit, post, publish, distribute or transmit: (a) material or content that is illegal, indecent, vulgar, obscene, libelous, defamatory, harmful, threatening, abusive, harassing, tortious, hateful, racially, ethnic, or otherwise objectionable, false or misleading; (b) material or content other than that which may be requested by an interactive application or tool on the Website or is otherwise relevant to your business with us; (c) unsolicited advertising, promotional material, or other forms of solicitation; (d) material that would infringe the intellectual property, privacy, or other rights of third parties; (e) a computer virus, worm, Trojan horse, spyware, adware, or any other element that is destructive to the Site or to any Company hardware or software accessible through the Site or its third party hosting facility; (f) a digital or manual signature, password, or other element that impersonates a Company employee, associate or affiliate, or any forged TCP/IP headers or parts of a header; or (g) material that intentionally or unintentionally violates any applicable local, state, national or international law or any regulations or rules having the force of law. You agree to comply fully with these Terms, including, without limitation, the below Content Standards section [LINK TO CONTENT STANDARDS SECTION] and the below Intellectual Property section [LINK TO INTELLECTUAL PROPERTY SECTION].
You agree to comply with all laws, rule and regulations that apply to your use of this Website and its Products and Services. You also agree that you and any person with access to your account or password will NOT, directly or indirectly, in connection with or using this Website or its Products or Services do any of the following:
5. User Contributions; Compliance with Privacy and Data Protection Laws, Consumer Debt Laws, and Other Applicable Laws
The Website contains and offers certain interactive features and Products and Services and may in the future contain and offer additional interactive features and Products and Services. Interactive features and Product and Services include and, in the future, may include, by way of example, portals, platforms, message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, “Interactive Services”) that allow authorized users to post, submit, publish, display, or transmit to other users or other persons (“post”) content, data, images, or any other materials of any kind (collectively, “User Contributions”) on or through the Website.
All User Contributions must comply with the Content Standards [LINK TO BELOW CONTENT STANDARDS] set out below in these Terms.
By providing any User Contribution on the Website, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the royalty-free, worldwide, irrevocable, non-exclusive right and license to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any lawful purpose, as applicable, consistent with your account settings and, as applicable, consistent with our Privacy Policy.
You represent and warrant that:
· You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.
· All of your User Contributions do and will comply with these Terms.
YOU UNDERSTAND AND ACKNOWLEDGE THAT YOU ARE RESPONSIBLE FOR ANY USER CONTRIBUTIONS YOU SUBMIT, POST, OR CONTRIBUTE, AND YOU, NOT THE COMPANY, HAVE FULL RESPONSIBILITY FOR SUCH CONTENT, INCLUDING ITS LEGALITY, RELIABILITY, ACCURACY, AND APPROPRIATENESS.
In addition, you understand and acknowledge that the Company is a service provider that has created this Website and the Products and Services to allow its customers to utilize the Products and Services, and, under certain circumstances, to access and share information and to interact via this Website. You further understand and acknowledge that Subscribers can alter their User Contributions and other data and information on this Website on a real-time basis. As a general matter, the Company does not – and is unable to – regulate all the content and other information presented on this Website, including any User Contributions, any permitted communications between users, users’ interactions with the Website’s Services or Products, or any communications in connection with Products or Services. As a result, the Company has very little control, if any, over the quality, safety, morality, legality, truthfulness, or accuracy of such content, and especially any User Contributions of other user’s that you may have access to or other information provided by other users. THE COMPANY IS NOT RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY USER CONTRIBUTIONS POSTED ON THIS WEBSITE OR IN CONNECTION WITH THE PRODUCTS OR SERVICES. WE ARE NOT RESPONSIBLE OR LIABLE TO ANY THIRD PARTY FOR THE CONTENT OR ACCURACY OF ANY USER CONTRIBUTIONS POSTED BY YOU OR ANY OTHER USER OF THE WEBSITE. Although we provide rules for user conduct and postings, we do not – and cannot – control, and are not responsible for, what other users may post, transmit, or share on this Website, nor are we responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content (including any User Contributions) that may be on this Website or in connection with any particular user’s User Contributions that you may see or have access to. We are not responsible for the conduct, whether online or offline, of any user of this Website or any user of the Products or Services, including of a Subscriber or a Partner.
To the extent you collect, process, share, store, or otherwise use any “personal information” (as that term or “personal data” is defined in all applicable privacy and data protection laws) of an individual or household, you represent (i) that you are in full compliance with all applicable privacy and data protection laws (including the California Consumer Privacy Act of 2018, as amended (CCPA)) and in accordance with your own privacy policies, as applicable and required, and (ii) that you provide proper notices to consumers and individuals of how personal information is collected, shared, processed, and stored, including for debt collection purposes.
You acknowledge and agree that personal information is shared only for business purposes (debt collection), and pursuant to the Agreement. You agree that you will be fully compliant with any data processing agreements or other data protection and privacy agreements that may be presented to you hereunder or on or through the Website, including the Data Processing Agreement accessible via this Website. [kaizen-payments.com/dpa]
You represent that you are compliant with all applicable consumer debt laws and regulations, including, as applicable, the Fair Debt Collection Practices Act (FDCPA), the Fair Credit Reporting Act (FCRA), the Gramm-Leach-Bliley Act (GLBA), and any rules or regulations of the Consumer Financial Protection Bureau (CFPB).
6. Monitoring and Enforcement of Conduct and Content (Including Our Suspension/Termination Rights)
Please note that we have the right to:
· Remove or refuse to post any User Contributions for any reason in our sole discretion;
· Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website or the public, or could create liability for the Company;
· Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy;
· Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website;
· Terminate or suspend your access to all or part of the Website, and any tools, Services, Products, or memberships offered, for any reason, including without limitation, any violation of these Terms.
Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY OR ANY OF THE OTHER FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY OR SUCH OTHER OF THE FOREGOING PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, please realize that we cannot review material before it is posted on the Website, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
7. Content Standards
Please note that, with respect to any User Contributions that you are permitted to upload onto this Website (including, without limitation, in connection with any Interactive Services), you are solely and completely responsible for determining whether your use of such User Contributions (including consumer debt information) requires the consent of any third party or the license of any additional rights for your intended use or any specific notice. You must not rely solely on the information on this Website to determine whether additional rights are required for your intended use of any User Contributions. If you are unsure whether additional third-party rights are needed for your intended use, you are responsible for consulting with competent rights management professionals, legal counsel, or other relevant individuals or entities.
Moreover, any materials that you are permitted to download from this Website pursuant to any license or other authorization from us or pursuant to applicable law shall retain all copyright, trademark and/or other proprietary notices in the same form and in the same manner as such notices appear on the material or on the Website, unless you enter into an agreement with us that explicitly states otherwise
These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, with regard to any User Contributions, you must not:
· Submit, post, or otherwise promote User Contributions of other content, information, or material that violates the legal rights (including the rights of publicity and privacy) of others or contains any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms (including our Privacy Policy [https://www.kaizen-payments.com/privacy-policy]);
· Submit, post, or otherwise promote User Contributions that advocate, promote, or assist illegal activity or any unlawful act;
· Submit, post, or otherwise promote any User Contributions or other content, information, or material that may cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person;
· Submit, post, or otherwise promote any User Contributions that give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
8. Intellectual Property
The contents and features of the Site, including, without limitation, text, graphics, images, logos, designs, audio or video clips, digital downloads, information, data compilations, databases, applications, tools, software, and technology (and the design, selection, and arrangement of any of the foregoing), and all other content, information, features, or materials used by us in the operation of this Website, our business, and the provision of our Products or Services are protected by applicable laws, including, but not limited to, United States copyright law, trademark law, and patent law, and the laws of the State of California, and various international treaties and agreements. All such content and features, and any compilations of such content and features, are the property of the Company. For example, United States copyright law and patent law may protect various software, programming and scripts in use by Kaizen; text, graphics, appearance, visual elements, design, concepts, business models, operational models, documents, databases, collections of links, hyper text markup language (HTML) code, scripts, and all Products sold and Services offered are protected by United States and international copyright laws and treaties, and you may copy, publish, reengineer, decompile, reverse engineer, disassemble, translate, mirror, host, reproduce, disseminate, adapt, use, or otherwise distribute by any means without explicit written permission of Kaizen, nor may you otherwise reduce to a human-readable form any software that you may be permitted to download from this Website, except as may be permitted by law or expressly authorized by the Terms. YOU MAY USE THIS WEBSITE AND ITS SERVICES ONLY AS EXPRESSLY LICENSED HEREIN, AND NOT FOR ANY PURPOSES THAT ARE UNRELATED TO PRODUCTS AND SERVICES WE OFFER AND TO YOUR BUSINESS WITH US. You agree not to change or delete any proprietary notices from materials downloaded from the Site.
Trademarks, services marks, logos, designations, brands, trade names, trade dress or other indicia of source (the “Marks”) appearing on the Site, including any trademarks featuring the word Kaizen, and any logos or design elements of the foregoing, are protected by law and are the registered or unregistered trademarks, trade dress, trade names, or other protected rights of the Company. The look and feel of this Site, including, without limitation, page headers, graphics, button icons, and scripts, constitute service marks, trademarks, and/or trade dress of the Company. All other Marks or other elements of the Website that are not owned by the Company that appear on this Website are the property of their respective owners, who may or may not be affiliated with or connected to us.
Except as otherwise explicitly provided within this Agreement (including in any additional specific agreement that you enter into on or in connection with this Website or our Products and Services, nothing contained on this Website or downloaded or accessible from this Website shall be construed as granting any license or right to you under any trademark, copyright, patent, or other intellectual property right of any kind of the Company or any third party. You may not use for any purpose, including as a link to this Website, any name (including a Product or Service name, metatags or any other “hidden text” utilizing the term “Kaizen”, “Kaizen Payments” or “Kaizen Pay”), proprietary graphic, or Mark of the Company without our prior written consent. Likewise, you may not use any elements of the look and feel of this Website, including, without limitation, page headers, graphics, button icons or scripts, without our prior written consent.
YOU UNDERSTAND AND ACKNOWLEDGE THAT DAMAGES ALONE WOULD NOT BE AN ADEQUATE REMEDY FOR THE BREACH OF ANY INTELLECTUAL PROPERTY PROVISIONS. OUR CONTENT, MATERIALS, INFORMATION, AND OTHER INTELLECTUAL PROPERTY IS PARTICULARLY VALUABLE AS THE HEART OF OUR BUSINESS AND USING OUR INTELLECTUAL PROPERTY IN VIOLATION OF THESE TERMS WOULD RESULT IN LOSSES AND INJURIES FOR WHICH DAMAGES ALONE WOULD BE DIFFICULT TO ASCERTAIN AND WOULD NOT BE AN ADEQUATE OR COMPLETE REMEDY. ACCORDINGLY, WITHOUT PREJUDICE TO ANY OTHER RIGHTS WE MAY HAVE AND REMEDIES AVAILABLE TO US IN CONNECTION WITH YOUR BREACH OF ANY OTHER PART OF THESE TERMS OF USE, YOU ACKNOWLEDGE AND AGREE THAT WE SHALL BE ENTITLED TO THE GRANTING OF EQUITABLE RELIEF (INCLUDING, WITHOUT LIMITATION, INJUNCTIVE RELIEF) FOR ANY THREATENED OR ACTUAL BREACH OF THESE INTELLECTUAL PROPERTY PROVISIONS.
9. Settlement Companies and Collection Agencies; Sorting Debt Data and Buying/Settling Debt
Settlement companies that (i) agree to all terms and conditions herein and on the Website; (ii) Sign Up with all required information; (iii) complete any background checks or other processes as required by Kaizen; and (iv) are approved for access by the Company following any background checks or other required compliance process, will be able to sort scrubbed debt data by criteria and select data for potential settlement. Upon selecting which data the settlement company intends to attempt settlement, such selected data will be unavailable to other settlement companies for a period of time (as set forth on the Website), allowing the settlement company that selected such debt an opportunity to settle it. If the settlement company settles the debt within the designated time period, it will pay the applicable collection agency or agencies the proper amounts via the Kaizen platform. If the settlement company does not settle the debt within the particular time period (including any permitted extension of the time period),
If a settlement company or collection agency uses our Products and Services, as applicable to upload, sort, buy, and/or settle debt, each settlement company agrees that it will contact and communicate with the collection agencies on our platform only through the platform with respect to uploaded debt data, and not outside the platform, and each collection agency agrees that it will contact and communicate with the settlement companies on our platform only through the platform with respect to uploaded debt data, and not outside the platform. For purposes of this communication requirement, communicating through the platform may also mean through or with the assistance of Kaizen. A violation of this rule by a settlement company or collection agency is grounds for us to terminate that entity’s account.
10. Payments; Prices
Payment for all Products or Services, including, but not limited to, any Collections Software and access and use of the Debt Collection Marketplace, data upload fees, contingency fees from creditors and collection agencies, etc., are governed by the prices and costs set forth on the Website at kaizen-payments.com/pricing, elsewhere on the Website, or in any additional agreements that you enter into with us (which terms would supersede any conflicting terms in this Agreement or the Website).
11. User Disputes
We reserve the right, but have no obligation or responsibility, to monitor any interactions between you and any other users, including with respect to any disputes. We may offer to mediate or be liaison with regard to disputes between users, particularly in disputes on our marketplace between a collection agency and a creditor, but realize that you always have the ultimate liability and responsibility as to disputes with other users.
12. Promotional Information
The Site may display or provide information regarding specific programs, offers, or promotions (“Promotional Offers”). Any such Promotional Offer is subject to its specific terms, conditions, and restrictions. Please refer to and read carefully the terms, conditions, and restrictions of each Promotional Offer. The Company reserves the right to alter or withdraw any Promotional Offer at any time without notice. Each Promotional Offer is void where prohibited by law.
13. Links to/from Other Sites
Links to other sites we think may be of interest to you may be provided for your convenience. By providing these links, we are not endorsing, sponsoring, or recommending such sites or the materials disseminated by or services provided by them, and are not responsible for the materials, services, or other situations at or related to or from any other site.
You should exercise discretion while browsing the Internet and using the Site or other services. You should be aware that when you are using the Site, you could be directed to other sites that are beyond our control. There may be links to other sites from the Site pages that take you outside of the Site. For example, if you “click” on a banner advertisement or a search result, the “click” may take you off the Site. This includes links from advertisers, sponsors, and content partners that may use our logo(s) as part of a co-branding agreement. These other sites may send their own cookies to users, collect data, solicit personal information, or contain information that you may find inappropriate or offensive. In addition, advertisers on the Site may send cookies to users that we do not control.
We reserve the right to disable links from any third-party sites to the Site.
We make no representations concerning the content and safety of other sites, including any sites that may be listed in any of our Site's directories or referenced elsewhere on the Site. We are not responsible for the accuracy, relevancy, copyright compliance, legality, or decency of material contained in sites listed in any search results or otherwise linked to our Site or accessible from our Site.
Please keep in mind that whenever you give out information online, that information can be collected and used by people you don't know. We cannot, and do not, guarantee the security of any information you disclose online; you make such disclosures at your own risk.
14. Linking to the Website and Social Media Features
You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, sponsorship, or endorsement on our part without our express written consent.
This Website may provide certain social media features that enable you to:
· Link from your own or certain third-party websites to certain content on this Website.
· Send emails or other communications with certain content, or links to certain content, on this Website.
· Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.
You may use these features solely as they are provided by us, and solely with respect to the content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
· Establish a link from any website that is not owned by you.
· Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.
· Link to any part of the Website other than the homepage, unless expressly authorized.
· Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Use.
You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.
We may disable all or any social media features and any links at any time without notice in our discretion.
The owner of this Website is based in the State of California in the United States. We provide this Website for use only by persons located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and risk, and are responsible for compliance with local laws.
16. Disclaimers
YOU AGREE THAT YOU USE THE SITE AND OUR OTHER PRODUCTS AND SERVICES AT YOUR OWN RISK. THE CONTENT AND MATERIALS IN THE SITE AND OUR PRODUCTS AND SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND EITHER EXPRESS, IMPLIED OR STATUTORY. WE DO NOT MAKE ANY REPRESENTATIONS, WARRANTIES, OR ENDORSEMENTS REGARDING THE ACCURACY, RELIABILITY, USEFULNESS OR COMPLETENESS OF THE CONTENT OR MATERIALS IN THE SITE OR ANY SITE LINKED TO THE SITE OR OF ANY OF OUR OTHER PRODUCTS OR SERVICES. TO THE MAXIMUM EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, DESIGN, ACCURACY, CAPABILITY, SUFFICIENCY, SUITABILITY, CAPACITY, COMPLETENESS, AVAILABILITY, COMPATIBILITY OR ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. WE DO NOT WARRANT THAT THE SITE OR THE CONTENT, MATERIALS OR FUNCTIONS CONTAINED IN THE SITE OR OUR OTHER PRODUCTS OR SERVICES WILL BE CONTINUOUSLY AVAILABLE, UNINTERRUPTED, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE, PRODUCTS, SERVICES, CONTENT, MATERIALS, OR THE SERVERS THAT MAKE AVAILABLE THE SITE (AND ITS CONTENT AND MATERIALS) OR OTHER PRODUCTS AND SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR ARE ACCURATE OR COMPLETE. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE CONTENT, MATERIALS OR FUNCTIONS AVAILABLE THROUGH THE SITE OR OF OUR PRODUCTS AND SERVICES IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
We explicitly disclaim any responsibility for the safety, legality, accuracy, content, or availability of information found on sites that link to or from our Website. We cannot ensure that you will be satisfied with any services that you access on or purchase from us or the Site or from a third-party site that links to or from the Site or third-party content on the Site. We do not endorse any of the merchandise, nor have we taken any steps to confirm the accuracy or reliability of, any of the information contained in such third-party sites or content. We do not make any representations or warranties as to the security or confidentiality of any information (including, without limitation, credit card and other personal information) you might be requested to give any third party, and you hereby irrevocably waive any claim against the Indemnified Parties (defined below) with respect to such sites and third-party content. We strongly encourage you to make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties.
The Indemnified Parties are not responsible for telephone, electric, electronic, network, Internet, computer, hardware or software program malfunctions, failures, delays, or difficulties, or late, lost, stolen, illegible, incomplete, garbled, misdirected, mutilated or postage due mail, email, form postings, connections, messages or entries, or the security of any and all such matters.
Further, the Indemnified Parties are not responsible for incorrect or inaccurate entry information, whether caused by Internet users or other third parties, or by any of the equipment or programming associated with or utilized in the Site or by any technical or human error which may occur in the processing of any information related to the Site.
We may prohibit you from participating in or utilizing the Site if, in our sole and absolute discretion, you show a disregard for this Agreement or otherwise act in an inappropriate manner, including with the intent to annoy, abuse, threaten, or harass any other person, or in any other disruptive manner. We also reserve the right to refuse service, terminate accounts, remove or edit content, or cancel reservations in our sole and absolute discretion.
If for any reason any portion of the Site is not capable of functioning as planned, including as a result of infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes beyond the reasonable control of the Company, we reserve the right (but undertake no obligation) in our sole and absolute discretion, to prohibit you from using the Site, and to cancel, terminate, modify or suspend the Site or any portion thereof and void such information.
You also agree that the Indemnified Parties are not responsible or liable in any way for injury, loss, or damage to your computer or interception or use of credit card information or any other personal or sensitive information, related to or resulting from use of the Website or any sites, services or materials linked or related thereto or therefrom and that the Indemnified Parties are not responsible or liable in any way for any injury, loss, claim or damage relating to or resulting from any part of the Website operating or not operating on computers or networks used by you or communicating with such computers or networks.
To the extent we list, reference, or link to third party services, our Website may act as the venue for suppliers to sell services (or, as appropriate, solicit offers to buy) and buyers to purchase such services. We are not involved in the actual transaction between buyers and suppliers. As a result, we have no control over the quality, safety or legality of the items advertised, the truth or accuracy of the listings, the ability of suppliers to sell items, or the ability of buyers to buy items. We cannot ensure that a buyer or supplier will actually complete a transaction.
We do not control the information provided by other users that is made available through the Website. You may find other user's information to be offensive, harmful, inaccurate, or deceptive. Please use caution and common sense when using the Website. Please note that there are also risks of dealing with foreign nationals, underage persons, or people acting under false pretense.
Although we intend that descriptions contained in the Site be current and accurate, we make no warranty or representation that descriptions in the Site are accurate, complete, current, or reliable in any or all respects.
NO ORAL ADVICE OR WRITTEN CORRESPONDENCE OR INFORMATION PROVIDED BY US OR ANY OF THE INDEMNIFIED PARTIES WILL CREATE A WARRANTY OF ANY KIND AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. WE RESERVE THE RIGHT, IN OUR SOLE AND ABSOLUTE DISCRETION AND WITHOUT NOTICE, TO CORRECT ANY ERRORS OR OMISSIONS IN ANY PORTION OF THE SITE, OR TO DENY ACCESS TO THE SITE TO ANYONE AT ANY TIME. NEITHER WE NOR ANY OF THE INDEMNIFIED PARTIES, SHALL HAVE ANY LIABILITY ARISING FROM YOUR RELIANCE UPON THE INFORMATION PROVIDED ON THE SITE.
Search and directory services may be offered in connection with the Site. No search engine technology can possibly have all accessible information at any given time. Thus, we explicitly disclaim any responsibility for the content or availability of information contained in any search index or directory offered in connection with the Site.
The Site may contain technical inaccuracies or typographical errors or omissions in connection with information displayed on the Site, including, without limitation, rates, fees, or availability applicable to your transaction. The Company is not responsible for any typographical, photographic, technical, or pricing errors listed on our Site. The Company reserves the right to make changes, corrections, and/or improvements to the Site, and to the Services and programs described in such information, at any time without notice, including after confirmation of a reservation.
17. Indemnification (and “Indemnified Parties”)
You hereby indemnify, defend, and hold us and each of our partners, subsidiaries, parents, affiliates, franchisees, licensees, licensors, and each of our and such person’s or entity’s members, officers, directors, agents, representatives, contractors, subcontractors, licensees, permittees, and employees (collectively, the “Indemnified Parties”) harmless from and against any and all third-party allegations, demands, claims, liabilities, damages, fines, penalties, or costs of whatsoever nature (including reasonable attorneys’ fees) and whether by reason of death of or injury to any person or loss of or damage to any property or otherwise (“Claims”) arising out of or in any way connected with this Agreement, the Website, or the services provided by us (including those provided on, through, or by the Site) in connection with any related act or failure to act by you, whether or not occasioned or contributed to by the negligence of the Company or any agent or employee of the Indemnified Parties or any of them (except as and to the extent prohibited by applicable law) or Claims arising from any account you may have with us, including, without limitation, any Claims related to infringement by you of the intellectual property rights of any person, including without limitation, copyright, patent, trade secret, trademark, artist rights, droit moral, privacy, publicity or rights under other intellectual property laws of any kind or nature. In the event that any Claim is made or any action or proceeding is brought against the Indemnified Parties, or any of them, arising out of or connected with this Agreement, any such Indemnified Party may, by reasonable notice to you, require you, at your expense, to resist such Claim or take over the defense of any such action or proceeding and employ counsel for such purpose, such counsel to be subject to the prior written approval of such Indemnified Party, which approval shall be deemed to have been given hereby in the case of counsel acting for your insurance underwriters engaged in such resistance or defense. You shall cooperate with us in the defense of any Claim. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
18. Limitation of Liability; Damages Cap
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL WE BE LIABLE FOR ANY LOST PROFITS, COST OF COVER, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, RELIANCE, CONSEQUENTIAL, OR PUNITIVE DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SITE (OR THE SERVICES OR FUNCTIONS OF THE SITE), OR OUR SERVICES, OR ARISING OUT OF YOUR ACCESS TO, OR INABILITY TO ACCESS, THE SITE OR OUR SERVICES OR YOUR RELIANCE UPON THE SITE (INCLUDING THE CONTENT OR MATERIALS IN, OR FUNCTIONS OF, THE SITE), OUR SERVICES, PROVISION OF, OR FAILURE TO PROVIDE SERVICES, OR INFORMATION, OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY (INCLUDING NEGLIGENCE). IN ADDITION, WE HAVE NO DUTY TO UPDATE OUR SERVICES OR THE SITE OR THE CONTENTS THEREOF. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU TO US IN A ONE-YEAR PERIOD. IF YOU ARE DISSATISFIED WITH OUR SERVICES OR THE SITE (OR ANY OF THE SERVICES OFFERED IN CONNECTION THEREWITH OR ASSOCIATED THEREWITH, AS THE CASE MAY BE), YOUR SOLE AND EXCLUSIVE REMEDY SHALL BE TO DISCONTINUE USE OF THE SITE AND OUR SERVICES AND TERMINATE THIS AGREEMENT IN ACCORDANCE WITH THE TERMS HEREOF.
19. Jurisdictional Issues, Including Availability in Foreign Jurisdictions and Export Control
The content and services described in and available through the Site may not be available in all jurisdictions. We make no representation that the services or content offered in or featured on the Site are appropriate or available for use in any particular location. Those who choose to access the Site do so on their own initiative and risk and are responsible for compliance with local laws, if and to the extent local laws are applicable. If use of the Site and/or viewing or use of any material or content therein or services offered thereby violates or infringes any applicable law in your jurisdiction(s), you are not authorized to view or use the Site and must exit immediately. Your viewing and/or use of the Site constitutes your representation that you are unconditionally and without limitation permitted to view and use the Site and the Indemnified Parties may rely upon such representation.
The Site is operated from the United States, and it is possible that some software from the Site may be subject to United States export controls. No software from the Site may be downloaded or otherwise exported or reexported (i) into (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other country subject to a U.S. or U.N. embargo or sanction; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or anyone subject to the same or similar restrictions even if not listed or the U.S. Commerce Department’s Table of Deny Orders. By downloading or using any software, where permitted, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any of the above restricted lists or subject to such restrictions.
20. Termination of Access
Your access to the Site may be terminated immediately without notice from us if, in our sole discretion, you fail to comply with any term or provision of this Agreement (including any additional agreement you may have entered into with us or any terms and any terms on the Site). Notwithstanding the termination of this Agreement, you acknowledge and agree that those rights and obligations that by their nature are intended to survive the termination of this Agreement in order to be fully operative, shall survive the termination of this Agreement including, without limitation, the following provisions hereof: (i) Rules of Behavior Regarding This Website; (ii) User Contributions; Compliance with Privacy and Data Protection Laws, Consumer Debt Laws, and Other Applicable Laws; (iii) Monitoring and Enforcement of Conduct and Content (Including Our Suspension/Termination Rights); (iv) Content Standards; (v) Intellectual Property; (vi) Disclaimers; (vii) Indemnification; (viii) Limitations on Liability Damages Cap; (ix) Dispute Resolution and Arbitration; (x) Notice and Procedure for Making Claims of Copyright Infringement; and (xi) General Provisions.
21. Dispute Resolution and Arbitration
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
Binding Arbitration with JAMS. In the event of any dispute, claim or controversy (collectively “Dispute”) between you and the Company, including but not limited to Disputes arising from the Terms of Use or Privacy Policy, any Products or Services you use, any purchases you may be permitted to make via this Website, or any other claims whether in contract, tort or otherwise related to or arising out of your interactions with the Company or your use of this Website, you hereby consent and agree that such Dispute shall be settled by binding arbitration by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures (the “JAMS Rules”), which are available at www.jamsadr.com. If, for any reason, JAMS is unable to provide the arbitration services, then you or we may file a Dispute with any national arbitration company that handles consumer arbitrations following procedures that are substantially similar to the JAMS Rules.
Initiating Arbitration; Certification. In order to initiate arbitration, a party must provide the other party with a written demand for arbitration and file the demand with the applicable arbitration provider. By signing the demand for arbitration, the party and its counsel certifies to the best of the party’s and counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that (i) the demand for arbitration is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (ii) the claims and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (iii) the factual contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery. The Arbitrator shall be authorized to afford any relief or impose any sanctions available under Federal Rule of Civil Procedure 11 or any applicable state law for either party’s violation of this requirement.
Forum; Language. The hearing shall be conducted in the City of Los Angeles, California. The language of the arbitration shall be English.
Arbitrator’s Decision. The arbitrator will make a decision in writing but need not provide a statement of reasons unless requested by a party. The arbitrator must follow applicable law. The decision of the arbitrator shall be final and binding upon all parties, and any award of the arbitrator may be entered as a judgment in any court of competent jurisdiction. The arbitrator shall determine the scope and enforceability of this arbitration agreement, including whether a Dispute is subject to arbitration. The arbitrator has authority to decide all issues of validity, enforceability, or arbitrability. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity.
Prevailing Party. The prevailing party shall be awarded all of the filing fees and related administrative costs. Administrative and other costs of enforcing an arbitration award, including the costs of subpoenas, depositions, transcripts and the like, witness fees, payment of reasonable attorneys’ fees, and similar costs related to collecting an arbitrator’s award, will be added to, and become a part of, the amount due pursuant to this provision. Any questions involving contract interpretation shall use the laws of California.
Exceptions to Arbitration. Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may invoke the following exceptions to arbitration: (i) Either party may seek provisional remedies in aid of arbitration from a court of appropriate jurisdiction, subject to the forum selection provisions set forth herein. (ii) Either party may bring an action in state or federal court that asserts only claims for patent infringement or invalidity, copyright infringement, piracy, moral rights violations, trademark infringement, and/or trade secret misappropriation, subject to the forum selection provisions set forth herein. (iii) Either party may seek relief in a small claims court for any individual disputes or claims within the scope of that court's jurisdiction.
If an arbitration is filed, before the arbitrator is formally appointed, either party can send written notice to the opposing party and the applicable arbitration provider that it wants the case decided by a small claims court, after which the arbitration provider may close the case, in which instance no filing fees shall be due or payable by either party. Any disagreement about whether a Dispute is subject to small claims court shall be decided by small claims court or a court of competent jurisdiction, not the arbitrator.
NO CLASS ACTIONS OR COLLECTIVE ACTIONS, ETC. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, YOU AND WE AGREE THAT EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER PARTY ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A CLASS ACTION OR COLLECTIVE ACTION OR CLASS ARBITRATION. YOU THUS WAIVE YOUR RIGHT TO BRING ANY DISPUTE AGAINST US AS A CLASS ACTION OR COLLECTIVE ACTION OR CLASS ARBITRATION
Statute of Limitations. To the fullest extent allowed by law, you and we agree that if any Dispute has a statute of limitations in excess of one year, such Dispute must be filed within one year after the Dispute accrued or it will be forever barred.
Unenforceability of the Terms of this Section. If any provision in this Dispute Resolution and Arbitration Section of these Terms is found to be unenforceable, that provision shall be severed with the remainder of this Section of these Terms remaining in full force and effect. The foregoing shall not apply to the prohibition against class or collective actions as provided for above. This means that if the prohibition against class or collective actions is found to be unenforceable with respect to a particular claim or request for relief and any appeals have been exhausted (or if the decision is otherwise final), then such claim or request for relief shall proceed in a court of competent jurisdiction, but it shall be stayed pending arbitration of all other claims and requests for relief.
Your Right to Opt Out of Arbitration/Class Action Provisions. You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth herein by sending us written notice of your decision to opt-out. The notice must be sent within thirty (30) days of your first use of the Site, or the effective date of the first set of Terms containing an Arbitration and Class Action and Class Arbitration Waiver section otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, we also will not be bound by them.
22. Notice and Procedure for Making Claims of Copyright Infringement
Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to our “Designated Agent.” Notification under Title 17, United States Code, Section 512(c)(3) must be submitted to the following Designated Agent:
Service Provider(s): Kaizen Pay Corporation
Name of Agent Designated to Receive Notification of Claimed Infringement:
BHAVKIRAT SINGH
Full Address of Designated Agent to Which Notification Should be Sent:
PO Box 27932, Los Angeles, CA 90027
Telephone Number of Designated Agent: 518-763-3223
Email Address of Designated Agent: support@kaizen-payments.com
Notification to the Designated Agent applies only to notices under Title 17, United States Code, Section 512(c)(3) and is not a substitute for legal service of process requirements where such service is required.
To be effective, under Title 17, United States Code, Section 512(c)(3), the notification must be a written communication that includes the following:
· A physical or electronic signature of person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
· Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
· Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material;
· Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and if available, an electronic mail address at which the complaining party may be contacted;
· A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
23. General Provisions.
All notices and other communications permitted or required by the provisions of this Agreement may be given by electronic mail, conventional mail or, if by Company, by posting such notice on the Site. Notice is deemed given upon receipt by you if sent by electronic mail or conventional mail, or immediately upon posting to the Site.
You shall comply with all applicable laws, statutes, ordinances and regulations regarding your use of the Site.
This Agreement shall be governed by and construed in accordance with the internal laws of the State of California, without giving effect to any principles of conflicts of law.
If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.
No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision, or condition hereof, whether or not similar, nor shall any waiver constitute a continuing waiver of any such term, provision or condition hereof. No waiver of the terms of this Agreement shall be binding unless executed in writing by the party making the waiver.
The Terms of Use, our Privacy Policy, and any other documents or agreements linked or referenced on our Website or entered into by and between you and us, constitute the sole and entire agreement between you and us regarding the Website and our Products and Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website and our Products and Services.
Any feedback, comments, requests for assistance, and other communications relating to the Website or our Products and Services may be directed to support@kaizen-payments.com.
Streamline operations, boost productivity, and drive innovation with our omnichannel debt collection platform.