SDO Holdings, LLC (“EasyPaint”)
Last Updated: January 10, 2023
1. Acceptance of Terms.
IMPORTANT NOTICE REGARDING ARBITRATION, JURY TRIAL WAIVER AND WAIVER OF CLASS ACTIONS: THESE TERMS CONTAIN A MANDATORY ARBITRATION AGREEMENT (“ARBITRATION”), REQUIRING YOU TO RESOLVE ANY DISPUTE BETWEEN YOU AND EASYPAINT THROUGH FINAL AND BINDING ARBITRATION RATHER THAN IN COURT, AND REQUIRING YOU TO FOREGO JURY TRIALS, CLASS ACTIONS, AND ALL OTHER TYPES OF COURT PROCEEDINGS OF ANY AND EVERY KIND. YOU WILL BE BOUND BY YOUR AGREEMENT TO ARBITRATE, UNLESS YOU OPT OUT OF ARBITRATION BY FOLLOWING THE OPT-OUT PROCEDURES SET FORTH BELOW. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THE AGREEMENT INCLUDING THE AGREEMENT TO ARBITRATE AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.
2. Agreement to Arbitrate.
Arbitration of Disputes. By agreeing to these Terms, you agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a court of law in any jurisdiction and not in a class, representative or consolidated action or proceeding, as set forth further below.
You and EasyPaint agree that the U.S. Federal Arbitration Act (“FAA”) governs the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable, notwithstanding any choice of law or other provision in these Terms. It is the intent of the parties that the FAA and the American Arbitration Association (“AAA”) Rules described below shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this Arbitration Agreement or the enforcement thereof, then that issue shall be resolved under the laws of the State of Maryland without regard to its choice of law doctrine.
You and EasyPaint further agree that the arbitrator (“Arbitrator”), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes concerning the interpretation, applicability, enforceability or formation of this Arbitration Agreement. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether these Terms are unconscionable or illusory and any defense to arbitration, including but not limited to waiver, delay, laches, or estoppel.
3. Jury Trial and Class Action Waiver.
YOU AND EASYPAINT AGREE THAT EACH PARTY IS KNOWINGLY AND VOLUNTARILY WAIVING THE RIGHT TO A TRIAL BY JURY AND TO PARTICIPATE IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. UNLESS BOTH YOU AND EASYPAINT AGREE IN WRITING, YOU AND EASYPAINT MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. Further, if the parties’ dispute is resolved through arbitration, the Arbitrator may not consolidate another person claims with your claims and may not otherwise preside over any form of a representative or class action proceeding.
4. Exceptions to Arbitration and Opt-Out Procedures.
As limited exceptions to the mandatory arbitration provision above: (i) you may seek to resolve a Dispute in small claims court if it qualifies as set forth below; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the actual or threatened infringement or misappropriation of our intellectual property rights.
You can choose to opt out of arbitration by sending us a written opt-out notice (“Opt-Out Notice”) within thirty (30) days following the date you first agree to these Terms by mail sent to EasyPaint 1717 N Street NW, Suite 1, Washington, District of Columbia 20036 or by email at [email protected]. If mailed, the Opt-Out Notice must be postmarked no later than thirty (30) days following the date you first agree to these Terms. To be effective, the Opt-Out Notice must contain your name, address, email address (if any) and signature. If you opt-out of arbitration, all other parts of these Terms will continue to apply to you including the jury trial waiver and class action waiver. Opting out of arbitration has no effect on any previous, other, or future arbitration agreements that you may have with EasyPaint.
5. Commencing Arbitration.
The arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules and any supplementary rules (the “AAA Rules”) then in effect, except as modified by these Terms. The AAA Rules are available at www.adr.org or by calling the AAA at 1-800-778-7879. The rules of AAA will govern all aspects of this arbitration, except to the extent those rules conflict with these Terms.
A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. You can contact the AAA for more information on how to commence an arbitration proceeding at www.adr.org or 1-800-778-7879.
If your claim is for U.S. $10,000 or less, you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the Arbitrator, through a telephonic or video-conference hearing, or in-person hearing as established by the AAA Rules. If your claim exceeds U.S. $10,000, the right to a hearing will be determined by the AAA Rules. Any arbitration hearings will take place in the jurisdiction or county where you live, unless we both agree in writing to a different location.
Arbitration Costs. Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. EasyPaint will pay for all filing, administration and arbitrator fees and expenses if your Dispute is for less than $10,000, unless the Arbitrator determines your Dispute to be frivolous. If EasyPaint prevails in arbitration and your Dispute is not frivolous, EasyPaint will pay all of its own attorneys’ fees and costs and will not seek to recover them from you.
6. Intellectual Property Rights.
All information, text, photographs, graphics, images, videos, logos, data, software and other materials including EasyPaint trademarks, service marks and copyrights found through the Services are owned or licensed by EasyPaint and may not be used, copied, broadcast, distributed, uploaded, posted or shared in any way without the express written consent of EasyPaint. For purposes of these Terms: (i) “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and (ii) “User Content” means any Content that users of the Services (including you) provide to be made available through the Services EasyPaint expressly reserves all intellectual property rights in the Content. Nothing contained on the Website grants or should be construed as granting any license or right to use the Content for any purpose without the express written consent of EasyPaint.
EasyPaint does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to your User Content. By making any User Content available through the Services, you hereby grant to EasyPaint a non-exclusive, transferable, global, royalty-free license, with the right to sublicense, to use, copy, modify (for formatting purposes only), distribute, publicly display, and publicly perform your User Content in connection with operating and providing the Services to you.
You are solely responsible for all your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content under these Terms. You also represent and warrant to EasyPaint that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by EasyPaint on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. User Content may continue to exist on the Services. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
Subject to the aforementioned, EasyPaint and its licensors exclusively owns all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
7. Prohibited Uses.
You may use the Services only for lawful purposes and in accordance with these Terms. You may not use the Services to: (i) to violate any applicable law or regulation or for any purpose prohibited by these Terms, (ii) to infringe the rights of any third party, including intellectual property, privacy and contractual rights, (iii) to cause harm or damage to any person or entity, to interfere with the operations of EasyPaint or the Services, (iv) to upload, post or transmit any material that infringes on the rights of any third party or contains defamatory, libelous, abusive, threatening, obscene or otherwise objectionable material (as determined in the sole discretion of EasyPaint).
8. Third Party Websites.
The Services may contain links to other websites or resources. These links are for your convenience only and are not under our control and are not subject our Privacy Policies. We recommend that you check the privacy policies of each such website to determine how your information will be used.
9. Privacy Policies.
All information we collect through the Services is subject to our Privacy Policies. By using the Services, you consent to all actions taken by EasyPaint with respect to your information in compliance with the Privacy Policies. For a detailed description of EasyPaint information collection practices, please see our Privacy Policies, which are incorporated herein by reference.
THE MATERIALS AND SERVICES PROVIDED ON THE WEBSITE ARE PROVIDED “AS IS” WITHOUT ANY WARRANTIES OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY.
EasyPaint does not warrant or make any representations whatsoever regarding the use or content of the Website. Any material viewed, downloaded or obtained through the use of the Website is done at your own risk and you are solely responsible for any damage to your computer system or loss of data that results from the download or access of any such material or use of the Website. Information published on the Website may refer to products or services that are not available in your jurisdiction.
11. Limitation of Liability.
IN NO EVENT SHALL EASYPAINT BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION, OR CAUSED BY OR RELATED TO ERRORS, OMISSIONS, INTERRUPTIONS, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, LINE FAILURE, AND ALL OTHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES) ARISING OUT OF THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF THE WEBSITE, ANY WEBSITES LINKED TO THE WEBSITE, OR THE MATERIALS OR INFORMATION OR SERVICES CONTAINED AT ANY OR ALL SUCH WEBSITES, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOUR USE OF THE MATERIALS, INFORMATION OR SERVICES FROM THE WEBSITE RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ALL COSTS THEREOF. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. NOTWITHSTANDING THE FOREGOING, EASYPAINT’S TOTAL LIABILITY TO YOU FOR ALL LOSSES, DAMAGES, AND CAUSES OF ACTION, INCLUDING BUT NOT LIMITED TO THOSE BASED ON CONTRACT, TORT OR OTHERWISE, ARISING OUT OF YOUR USE OF THIS WEBSITE, ITS CONTENT OR LINKS, SHALL NOT EXCEED THE AMOUNT YOU PAID TO ACCESS THIS WEBSITE.
THE LIMITATIONS AND DISCLAIMERS IN THESE TERMS DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
12. Governing Law and Jurisdiction.
These Terms and the Privacy Policies shall be construed under the laws of the State of Maryland which shall control without regard to its conflict of law doctrine. Any action brought pursuant to Section 4 above arising out of or relating to these Terms shall be commenced and concluded only in Montgomery County, Maryland.
EasyPaint, in its sole discretion, may terminate or restrict your use or access to the Services for any reason. Upon any termination, discontinuation, or cancellation of the Services, all rights and remedies and dispute procedures under the Terms of this agreement shall survive including, but not limited to, those contained in Sections 2, 3, 4, 5, 10, 11,12 and 16.
EasyPaint’s failure to enforce the Terms in whole or in part shall not constitute a waiver of any of its rights or remedies under these Terms.
In the event that any provision in these Terms is determined to be unenforceable or unlawful for any reason in whole or in part, the unenforceable or unlawful provision or portion thereof shall be severed from these Terms and the remainder to the Terms shall remain in full force and effect; severance of the unenforceable or unlawful provision or portion thereof shall have no impact whatsoever on the remainder of the agreement including a parties’ ability to compel arbitration of any remaining claims or Disputes on an individual basis.
YOU AGREE TO PROTECT, DEFEND, INDEMNIFY AND HOLD HARMLESS EARYPAINT AND ITS PRESENT AND FORMER OFFICERS, EMPLOYEES, SHAREHOLDERS, MEMBERS, DIRECTORS, FRANCHISEES, LICENSEES, AGENTS, ATTTORNEYS’, SERVANTS, REPRESENTATIVES, PARENTS, AFFILIATES, SUCCESSORS, AND ASSIGNS FROM AND AGAINST ANY ACTUAL OR THREATENED CLAIMS, ACTIONS OR DEMANDS, LIABILITIES AND SETTLEMENTS (INCLUDING, WITHOUT LIMITATION, REASONABLE LEGAL AND ACCOUNTING FEES) RESULTING (OR ALLEGED TO RESULT) FROM YOUR USE OF THE WEBSITE IN ANY MANNER THAT VIOLATES OR IS ALLEGED TO VIOLATE ANY APPLICABLE LAW OR THESE TERMS.
17. Delays and Accessibility.
The Services may be subject to limitations, delays, failures or other problems associated with the use of the Internet and electronic communications. From time to time, we may restrict access to all or some parts of the Services. EasyPaint is not liable if the Services are unavailable at any time for any reason.
18. Changes to Terms.
From time to time, we may change these Terms to accommodate new technologies, industry practices, regulatory requirements or for other purposes in our sole discretion. You are advised to check the Terms regularly, as continued use is deemed to be approval of and consent to all such changes.
19. Changes to Website.
We may update the content on the Website from time to time however EasyPaint has no obligation to update the materials and services at this Website.
20. Entire Agreement.
These Terms and the Privacy Policies constitute the entire integrated agreement between you and EasyPaint with respect to the Services and this Website and supersede all prior understandings, agreements, representations, and warranties, both written and oral, with respect thereto.
21. Comments and Questions.
If you have any comments or questions about these Terms, please contact us at [email protected].