Gift Card Granny, LLC (“Company,” “we,” “us,” “our”) provides the service described below (the “Service”) relating to the purchase and receipt, by (1) and individual on behalf of himself/herself/themself or (2) duly authorized businesses and associations ("Entities"), for the sole purpose of redistribution and end use, of certain physical and/or digital gift cards (collectively, “Gift Cards”). This agreement provides the terms and conditions governing your use of the Service. By using the Gift Card Granny Service, you agree to these Terms of Service. You also agree to our Privacy Statement, which is incorporated herein by this reference and located at www.giftcardgranny.com/privacy-policy (“Privacy Statement”). You acknowledge that you will regularly visit these Terms of Service and the Privacy Statement to familiarize yourself with any and all updates. These Terms of Service, the Privacy Statement, and any other terms incorporated herein by reference are collectively referred to in this document as “Terms.”
Please read the Terms carefully and keep them for future reference, including but not limited to the following sections: (A) DISPUTE RESOLUTION/ARBITRATION AGREEMENT, (B) LIMITATION OF LIABILITY, AND (C) INDEMNIFICATION.
IF YOU DO NOT AGREE TO THESE TERMS, IMMEDIATELY STOP USING THE GIFT CARD GRANNY SERVICE, PARTICIPATING IN ANY PROGRAM OR PURCHASE, OR RECEIVING ANY GOOD OR SERVICE OFFERED THROUGH THE GIFT CARD GRANNY SERVICE.
The Gift Card Granny Service
The Gift Card Granny Service allows a purchasing party (“Purchaser”) to purchase, and to receive, for the sole purpose of redistribution and end use (i.e., not for resale), (1) a prepaid “closed-loop” Gift Card usable only at a specified merchant, and/or (2) a prepaid “open-loop” Gift Card usable at multiple merchants. Merchants at which “closed-loop” Gift Cards are designated for use, and/or Merchants at which “open-loop” Gift Card are usable, hereinafter are referred to as “Merchants.” A Purchaser must tender, and Gift Card Granny must receive, full and properly authorized payment for each Gift Card, via methods and procedures specified by Gift Card Granny. The Purchaser must use a “closed-loop” Gift Card at the designated Merchant participating in the Gift Card program (“Merchant”); the Purchaser must use an “open-loop” Gift Card at a Merchant accepting the “open-loop” Gift Card (collectively, the “Service”).
Gift Cards are purchased when (a) the Purchaser registers an eligible payment card with us, (b) the Purchaser selects one or more Gift Cards to receive for designated use, (c) the Purchaser pays for the Gift Card(s) by authorizing us to debit from the Purchaser’s registered card the amount of the Gift Card(s), (d) we receive full payment from the Purchaser, and (e) we deliver the Gift Cards to the Purchaser.
Gift Cards are redeemed when (a) through proper use of the Gift Cards, a purchase of goods and/or services is made from the participating Merchant(s) (“Qualifying Purchase”), (b) Merchant accepts the Gift Cards; and (c) some or all (as applicable) of the value of the Gift Card is applied against the amount of the Qualifying Purchase from the Merchant.
Fees and Limitations
The following fees and limitations apply to the Gift Card:
• A Purchaser may buy any individual Gift Card in an amount up to and including $500 (if available).
• A Purchaser may buy a total of up to and including $2,500 in Gift Cards per week.
• A Purchaser may buy a total of up to and including 20 Gift Cards per day.
• Each “closed loop” Gift Card may only be used at the specific, designated Merchant. Each “open-loop” Gift Card may only be used at a Merchant accepting the “open-loop” Gift Card.
• Certain fees may apply to Gift Cards. Please see our website and mobile app, and any appropriate additional written or electronic statement, to identify any/all applicable fees.
• Terms and conditions specific to each Merchant and/or each Gift Card apply. Please contact and/or otherwise refer to the Merchant for information on such terms and conditions.
• Purchasers are not entitled to cancel the purchase of any Gift Card, or to a refund on the purchase of any Gift Card, except as expressly provided for in these Terms of Service or as otherwise provided for by law.
The foregoing fees and limitations are subject to change.
Creating Your Gift Card Granny Enrollment
To use the Service, you must create a Gift Card Granny enrollment (“Enrollment”). You may create one Gift Card Granny Enrollment only, which is solely for your personal use. Your Enrollment is non-transferable, and you cannot sell, combine, or otherwise share it with any other person. All use of your Gift Card Granny Enrollment must be for personal, family or household purposes. No business use of your Gift Card Granny Enrollment is allowed.
By creating an Enrollment or by using the Service, you represent and warrant to us that: (i) you are at least 18 years of age (or older if you reside in a state where the majority age is older); (ii) you are a U.S. citizen or legal alien (with valid U.S. tax ID number) residing in the United States or the District of Columbia, or you are the authorized representative of an Entity (with valid U.S. tax number) domiciled in the United States; (iii) you have provided us, as may be requested, with a verifiable U.S. street address (not a P.O. Box); (iv) the personal and Entity information that you provide to us in connection with your Enrollment is true, correct, and complete; and (v) you received a copy of and agree to be bound by and comply with these Terms and to comply with all applicable law in using the Service or your Gift Card Granny Enrollment.
Payment Card Registration
All Purchasers are required to properly register a valid, eligible payment card with a Gift Card Granny Enrollment in order to access and use the Service. Purchasers may use any credit, debit or prepaid card to purchase a Gift Card, so long as such card is accepted by Gift Card Granny. We reserve the right, in our sole discretion, to deny an Enrollment request and/or to cancel an order at any time.
Purchasers can register no more than one payment card.
Disclosures to Purchasers
Your use of the Service is subject to your payment card being valid and your payment card being in good standing. You represent and warrant to us that the information you provide about your payment card is true and that you are authorized to use the payment card. You agree to promptly update your Enrollment information with any changes (for example, a change in your billing address) and to register a new card with us if your registered card is no longer valid or if your registered card is lost, stolen, or you receive a replacement card. You must be the cardholder or an authorized user of the registered card. You acknowledge and agree that we do not and will not have any liability associated with or arising from your use of the Service, or your failure to provide accurate registration information, including but not limited to your failure to receive a Gift Card for a Qualifying Purchase or updates about the Service. If we or the payment card network have reasonable grounds to suspect that the information you provided is untrue, inaccurate, or incomplete, your Enrollment may be suspended or terminated. You may authorize us to collect and store your payment card, along with other identifying information in connection with your Enrollment, such as your email address, location, and device information.
Using the Gift Card Granny Service
Purchasing a Gift Card
To use the Service to purchase a Gift Card (a “Purchase Transaction”), you as Purchaser must have a valid, active Gift Card Granny Enrollment linked to a valid payment card. When you select a Gift Card to purchase, you are agreeing to pay all amounts specified in the Gift Card, along with any applicable taxes, as well as any service or processing fees to the extent permitted by applicable law. You hereby authorize us (and our designated payment processor), to authorize and charge the full order amount to the payment card affiliated with your Enrollment once you purchase any Gift Card, and you also authorize us to collect and store that payment card, along with other information related to your Purchase Transaction.
If you dispute any charges related to the Gift Cards you have purchased, you must notify us within sixty (60) days after the date we charge you. You shall be responsible for all taxes associated with the Service other than U.S. taxes based on our net income. Applicable fees for Gift Cards offered via the Service may change at any time. Please review our web site and mobile app for changes.
We do not guarantee that we will provide a return or refund on the purchase of any Gift Card. Any return or refund that we provide is at our sole discretion. In addition, we do not provide price protection or returns or refunds in the event of a fee reduction or promotional offering. Your continued use of the Service after any fee change becomes effective constitutes your agreement to pay the originally charged amount.
Once you as Purchaser select and provide a Gift Card, the amount of the Gift Card will be charged to your payment card.
No Liability for Cards After Delivery
We are not responsible for any value lost from a Gift Card after purchase and delivery to purchaser. A purchaser is solely responsibly for any and all losses due to fraudulent activity on its accounts and/or Gift Card balance.
Redeeming a Gift Card
The only way you can redeem a Gift Card may be redeemed is by making a Qualifying Purchase (1) for “closed-loop” Gift Cards, at the designated Merchant, and (2) for “open-loop” Gift Cards, at a Merchant accepting the “open-loop” Gift Card. For “closed-loop” Gift Cards, any particular Gift Card may be redeemed only at the Merchant designated on the Gift Card. Even if a Merchant accepts other Gift Cards, a “closed-loop” Gift Card cannot be redeemed at a Merchant unless the Gift Card is designated for use at that Merchant. Neither “closed-loop” Gift Cards nor “open-loop” Gift Cards may be redeemed for cash, unless required by applicable law.
We reserve the right to deny any Gift Card redemption requests we receive that we deem to be illegitimate or in violation of these Terms. You may not redeem a Gift Card with the intent to immediately cancel or return the applicable product from the Merchant. A "quick cancellation" is considered to be fraudulent and may void your transaction. We may, in our sole discretion, suspend or revoke your right to use the Service, terminate your Gift Card Granny Enrollment, and/or report your activity to the Merchant, website, and/or service that has referred you to Gift Card Granny, who each may terminate your Enrollment or take other punitive action if you are found to have engaged in such activity.
A Gift Card may have an expiration date. Any and all expiration dates are not determined by us. Any and all expiration dates should be disclosed to you, either on the Gift Card or via other appropriate written or electronic statement. After the expiration date, you will not be able to use the Gift Card. However: (1) For “closed-loop” Gift Cards, depending on the Merchant, after the expiration date you may be able to ask the Merchant for a replacement Gift Card. You must contact the Merchant directly to ask for a replacement “closed-loop” Gift Card; we are not able to issue replacement “closed-loop” Gift Cards and we are not involved in requests for, issuance of, or provision/delivery/receipt of replacement “closed-loop” Gift Cards. (2) For “open-loop” Gift Cards, after the expiration date you may contact us (or the support number as indicated on the back of your “open-loop” Gift Card), according to the instructions provided to you either on the Gift Card or via other appropriate written or electronic statement, to ask for a replacement Gift Card. We will be involved in requests for, issuance of, and provision/delivery/receipt of replacement “open-loop” Gift Cards according to the terms and conditions specified on the Gift Card and/or other appropriate written or electronic statement.
Account and Purchase/Receipt Verification
No Gift Card Purchase Transaction is complete, and we will incur no delivery obligations, until we verify the authenticity of the Purchaser’s Enrollment. As a part of the verification process, we may require Purchaser to provide a copy of a valid driver’s license or other acceptable forms of government-issued ID that has name, date of birth, address, and photo as well as a photograph of the card used or to be used for the Purchase Transaction. We accept no responsibility for any delays in Gift Card delivery or redemption due to verification requirements. Upon our verification that the Purchase Transaction is valid, we will notify Purchaser of a completed Purchase Transaction and deliver the Gift Card.
Contests, Sweepstakes, and Special Offers or Promotions
We may, from time to time and in accordance with applicable law, conduct contests, sweepstakes, special offers or promotions, and/or similar activities. We may set forth specific terms and conditions governing any such activity that are in addition to or different from these Terms of Service. Where we set forth specific terms and conditions governing any such activity, those terms and conditions will govern the activity. By participating or otherwise engaging in such activity, you agree to the terms and conditions governing the activity.
We provider Purchasers of “closed-loop” Gift Cards who have created valid Enrollments the opportunity to participate in a rewards program, which allows such Purchasers to earn rewards for certain actions, for example making purchases of select Gift Cards, subscribing to our newsletter, etc. Once a Purchaser accrues a specified balance of rewards, the Purchaser is eligible to apply the balance towards (1) the purchase of select Gift Cards, (2) a cash payment, or (3) other reward defined by and provided by us. A Purchaser’s participation in the rewards program is subject to our Terms, including but not limited to the following:
• Eligibility. . You may be eligible for our rewards program if you are a Purchaser of a “closed-loop” Gift Card. Our rewards program is not available to Purchasers of “open-loop” Gift Cards. You can sign up on our website to participate in our rewards program, although we reserve the right to limit participation in our sole discretion.
• Rewards Balance. Each time you earn rewards, we will update your rewards balance, which you can view by logging into your account. If we post rewards to your account for any activity that is, in our reasonable discretion, ineligible or subsequently voided or cancelled, we will remove that reward value from your account. If you believe that you have validly earned rewards that have not been posted to your account, please contact us or visit the customer support portion of our website.
• Redemption. The rewards you earn may be redeemed only for (1) select Merchant Gift Cards that we offer, (2) cash payment, or (3) other reward defined and provided by us. Redemption options and availability are subject to change. We reserve the right, in our reasonable discretion, to deduct a rewards value from your balance upon the redemption of such rewards in connection with the rewards program. Once a reward value has been deducted from your rewards balance, it is not subject to any refund, credit or other adjustment, regardless of whether any underlying transaction is ineligible, cancelled or otherwise void.
• Restrictions. Rewards cannot be purchased, resold, transferred, or applied to any other account or user. Your rewards may not be used together with any other rewards, points, special offers or discounts. We may limit the amount of rewards you can earn or use within certain periods of time or implement other restrictions on the receipt or use of rewards. You acknowledge and agree that rewards may be redeemed solely by eligible, available redemption options and that rewards do not constitute the property of any Purchaser or website user.
• Expiration. Unless we expressly state in writing otherwise, rewards automatically expire twelve months following the date when such rewards were earned or otherwise received.
• Changes. We may change, suspend or terminate the rewards program, in whole or in part, at any time and in our sole discretion. If we decide to terminate the rewards program, we will post a notification on our website or otherwise provide notice of such termination. Upon termination of the rewards program, rewards earned but not used will automatically expire.
• Termination. We reserve the right to suspend or terminate your participation in the rewards program and/or your access to the rewards in your account, if you violate our Terms. We may also suspend, cancel or otherwise limit your access to rewards if we suspect fraudulent, abusive or unlawful activity associated with your account. If we determine you fraudulently obtained rewards or used fraudulently-obtained rewards, we may revoke that rewards value and suspend or terminate your account.
• Taxes. It is your responsibility for determining if you may be liable for any federal, state, local or other taxes as a result of earning or using any rewards.
Fraud and Abuse
We reserve the right to review, postpone, or cancel the purchase or redemption of any Gift Card in our sole reasonable discretion. If we receive a claim or otherwise suspect that a Gift Card purchased or redeemed through Gift Card Granny was fraudulently purchased or redeemed or otherwise unauthorized, we reserve the right to immediately cancel the Gift Card and recover any costs associated with the fraud. You give us express authorization to share information about you, your Enrollment, your purchase/redemption, and any of your activity with law enforcement authorities as needed to investigate any claim of fraud. If your Enrollment is determined to be fraudulent, we may suspend your Enrollment immediately and all pending Gift Cards or other transactions that have not yet been redeemed may be suspended. Any remaining Gift Cards that have not been used in resolving the fraudulent transaction will be returned to the Purchaser’s registered payment card or Merchant as applicable.
Access and Use of the Service
General Practices Regarding Use and Storage : You agree that we may establish general practices and limits concerning use of the Service, including but not limited to the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on our servers on your behalf. You agree that we have no responsibility or liability for the deletion or failure to store any of your information, account data, or other content maintained or uploaded by the Service. You acknowledge that we reserve the right to terminate any Enrollments that are inactive for an extended period of time or that are determined to be fraudulent. You further acknowledge that we reserve the right to change these general practices and limits at any time, in its sole discretion, with or without notice as long as there is no material adverse impact on any of your pending Gift Cards.
Mobile Services/TCPA Consent: To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. Use of certain features of the Service may be prohibited or restricted by your carrier, and not all features of the Service may work with all carriers or devices. When accessing the Service through a mobile device, unless you allow us access to your location, we may not be able to provide access to certain content if such content has geographic limitations.
By acknowledging these Terms, you consent to our communicating with you on your mobile device, including through the use of an automatic telephone dialing system or a prerecorded or artificial voice, by SMS, MMS, text message or other electronic means and that certain information about your usage of the products and features may be communicated to us. You are not required to enter into this agreement as a condition of using the Service. By providing us with a telephone number, you expressly waive any protections afforded to you under federal, state, or corporate Do Not Call lists for the purpose of receiving telephone calls or text messages from us related to your use of the Service. By providing us with a telephone number, you represent and warrant that you are the authorized subscriber to that telephone number and that you have the authority to provide consent to be contacted at that telephone number. If you would like to revoke this consent at any time, you may do so by contacting us at 495 Mansfield Avenue, Pittsburgh, PA 15205. Even if you revoke this consent, you acknowledge that the remaining sections of the Terms will remain in effect. In the event you change or deactivate your mobile telephone number, you agree to promptly update your Gift Card Granny Enrollment information to ensure that your messages are not sent to the person that acquires your old number.
Account Password, Security, and Activity: You are responsible for maintaining the confidentiality of your password and account, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to (i) immediately notify us of any unauthorized use of your password or Enrollment or any other breach of security, and (ii) ensure that you exit from your Enrollment at the end of each session when accessing the Service. If you remain signed into your Enrollment at the end of any session, any user accessing your device may be able to view and manipulate your Enrollment information and other sensitive information. We recommend that you exit from your Enrollment at the end of each session and that you use other security measures (for example, password protecting/”locking” a mobile device when not in use). We will not be liable for any loss or damage arising from your failure to comply with this Section.
Use of Trademarks/Logos: You and we understand and agree that your trademarks, service marks, trade names, designs, logos and/or copyrights (hereinafter “Marks”) will remain your sole property, and that our Marks will remain our sole property. Notwithstanding the foregoing, you agree that we are permitted without obtaining further consent to use your Marks and /or replications of your Marks on any and/or all of the Gift Cards you may seek to purchase from us. Except to the extent expressly provided for herein, nothing in these Terms of service will confer in either of us any title to, right of ownership, or interest in the other’s Marks.
Modification: We reserve the right, at our sole discretion, to discontinue, change or modify portions of these Terms at any time. If we do this, we will post the changes and will indicate the date these Terms were last revised. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms. Any changes to these Terms will be effective upon posting; provided that these changes will be prospective only and not retroactive. If you do not agree to the changes, you may cancel your Enrollment and you should not use the Service after the effective date of the changes. We suggest you revisit our Terms regularly to ensure that you stay informed of any changes. You agree that our posting of any changes on the Terms page is adequate notice to advise you of these changes.
Please contact us at email@example.com to report any violation of these Terms or to pose any questions regarding them.
You agree that we, in our sole discretion, may suspend or terminate your Enrollment (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including, but not limited to, for lack of use or if we believe that you have violated or acted inconsistently with the letter or spirit of these Terms. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. We may also in our sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of these Terms may be effected without prior notice, and acknowledge and agree that we may immediately deactivate or delete your Enrollment and all related information and files in your Enrollment and/or bar any further access to such files or the Service. Further, you agree that we will not be liable to you or any third party for any termination of your access to the Service.
You agree that you are solely responsible for your interactions with any other user or Merchant in connection with the Service or any Gift Card, and that we will have no liability or responsibility with respect thereto. We reserve the right, but have no obligation, to become involved in any way with disputes between you and any other user of the Service or Merchant, in each case in connection with the Service. You agree that, before you approach us or ask us to become involved in any way with any dispute between you and any other user of the Service or Merchant, you will first engage in demonstrable good faith efforts with the user or Merchant to fully resolve the dispute.
You agree to indemnify and hold us, and our officers, employees, directors, and agents harmless from any and all losses, damages, expenses, including but not limited to reasonable attorneys’ fees, rights, claims, actions of any kind, and injury (including death) arising out of or relating to your use of the Service, your violation of these Terms, or your violation of any rights of another.
Disclaimer of Warranties
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE ARE NOT RESPONSIBLE FOR THE QUALITY, SAFETY, LEGALITY, OR ANY OTHER ASPECT OF ANY GOODS OR SERVICES YOU PURCHASE FROM A MERCHANT.
WE MAKE NO WARRANTY THAT: (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE, OUR CORPORATE AFFILIATES AND PERSONNEL WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, DAMAGES RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (V) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL GIFT CARD GRANNY’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID GIFT CARD GRANNY IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100). IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.
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.
At our or your election, all disputes, claims, or controversies arising out of or relating to the Terms or the Service that are not resolved by mutual agreement may be resolved by binding arbitration to be conducted before JAMS, or its successor. Unless otherwise agreed by the parties, arbitration will be held in Pittsburgh, Pennsylvania before a single arbitrator mutually agreed upon by the parties, or if the parties cannot mutually agree, a single arbitrator appointed by JAMS, and will be conducted in accordance with the rules and regulations promulgated by JAMS unless specifically modified. The arbitration must commence within forty-five (45) days of the date on which a written demand for arbitration is filed by either party. The arbitrator’s decision and award will be made and delivered within sixty (60) days of the conclusion of the arbitration and within six (6) months of the selection of the arbitrator. The arbitrator will not have the power to award damages in excess of the limitation on damages set forth in these Terms and may not multiply actual damages or award punitive damages or any other damages that are specifically excluded under these Terms, and each party hereby irrevocably waives any claim to such damages. The arbitrator may, in his or her discretion, assess costs and expenses (including, but not limited to, the reasonable legal fees and expenses of the prevailing party) against any party to a proceeding. Any party refusing to comply with an order of the arbitrators will be liable for costs and expenses, including, but not limited to, attorneys’ fees, incurred by the other party in enforcing the award. Notwithstanding the foregoing, in the case of temporary or preliminary injunctive relief, any party may proceed in court without prior arbitration for the purpose of avoiding immediate and irreparable harm. The provisions of this arbitration section will be enforceable in any court of competent jurisdiction.
We are independent parties to these Terms, and nothing contained herein will be deemed or construed to create the relationship of principal and agent or of partnership or joint venture. This Agreement and the rights and obligations of the Parties hereunder shall be governed by, and construed and interpreted in accordance with, the laws of the Commonwealth of Pennsylvania, without regard to the conflict of laws provisions thereof. We and you hereby submit to the jurisdiction of the courts of Pittsburgh, Pennsylvania for the enforcement of any arbitral award or other action. These Terms set forth the entire agreement between us pertaining to the Service. You agree that we will not be liable for any delay or failure in our performance of any of the acts required by these Terms when such delay or failure arises from circumstances beyond our control and without the fault or negligence of us. Such causes may include, without limitation, acts of God, acts of local, state or national governments or public agencies, acts of public enemies, terrorism, widespread or extended utility or communication failures or delays, earthquakes, fire, flood, epidemics, riots or strikes. If any provision of these Terms (or any portion thereof) is determined to be invalid or unenforceable, it will be stricken and the remaining provisions of these Terms will remain in full force and effect and shall be binding on us and enforceable in accordance with their terms, as though the invalid or unenforceable provision (or portion thereof) was not contained in this Agreement.