Effective as of June 25, 2024
PLEASE CAREFULLY READ THESE TERMS OF USE, ALONG WITH THE PRIVACY POLICY AND OTHER REFERENCED POLICIES OR AGREEMENTS IN THESE TERMS OF USE, BEFORE USING THE “COMPANY SERVICES” (AS DEFINED BELOW), AS THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS, INCLUDING, BUT NOT LIMITED TO, WAIVERS OF RIGHTS, LIMITATION OF LIABILITY, AND YOUR INDEMNITY TO US.
THESE TERMS OF USE CONTAIN A MANDATORY ARBITRATION OF DISPUTES PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES IN CERTAIN CIRCUMSTANCES, RATHER THAN JURY TRIALS OR CLASS ACTION LAWSUITS. PLEASE REVIEW THE ARBITRATION AGREEMENT SECTION FOR DETAILS.
Cyan-E.com (“Company”, “Family”, “we”, “us”, or “our”) has developed these Terms of Use to describe the terms that govern your use of Cyan-E.com and any other feature, content, or application offered by the Company. The company is based in the United States and services are hosted in the United States.
By using our website, mobile site, or app (the “Site”), you agree to be bound by these Terms of Use and to use the Site in accordance with these Terms of Use, our Privacy Policy, and any additional terms and conditions that are referenced herein or that otherwise may apply to specific sections of the Site, or to products and services that we make available to you through the Site (all of which are deemed part of these Terms of Use). Accessing the Site, in any manner, whether automated or otherwise, constitutes use of the Site and your agreement to be bound by these Terms of Use. Your accessing the Site for the limited and exclusive purpose of reviewing these Terms of Use does not constitute your “use” of the Site or agreement to be bound by these Terms of Use unless you further access or use the Site.
We reserve the right to change these Terms of Use or to impose new conditions on the use of the Site, from time to time, in which case we will post the revised Terms of Use on this Site and update the “Last Updated” date to reflect the date of the changes. If we make a material change to the Terms of Use, we will not enforce the material change retroactively (i.e., to use of the Site occurring before the change) unless we notify you by posting a prominent notice of the change on the home or landing page of the Site or otherwise notify you of the changes so you may elect whether to accept the changes by continuing to use the Site, or terminate your account. By continuing to use the Site after we post any such changes or notify you of any material changes, you accept the Terms of Use, as modified.
By using the Cyan-E.com Services, including any of Cyan-E.com registration features or Subscription Services, you agree to the following rules:
You must be at least 18 years of age to submit any User Materials or personal information on or through the “Site”, create a public profile, participate in any online contests, place an order with the Cyan-E.com marketplace, or register with any Subscription Service. If you are under 18 years old, you may browse the “Site” or register for email newsletters or other features of the “Site” with the consent of your parent or guardian, so long as you do not submit any User Materials. use, subscribe or register to any part of the Services if your parent or legal guardian reviews and agrees to these Terms of Use before you use any part of the “Site” Services, or they complete the purchase and/or registration on your behalf. If you are under 13 years of age, or if you are an EU user under 16 years of age, please do not send any information about yourself, including your name, address or email address. If we discover that we have collected any personal information from a child under 13, or from an EU resident under 16, we will remove that information from our database as soon as possible.
You may not submit any software or other material that contains any virus, trap door, back door, worm, Trojan horse, or other harmful computer code, files, scripts, agents, programs, adware, device, or other features that may access, alter, delete, damage or disable any hardware, software, information or other property of Cyan-E.com, other Content Providers, or users of the “Site” Services. You may not use the “Site” to distribute chain letters, mass mailings, “spam,” or duplicative or unsolicited messages in violation of applicable laws, or to gather usernames and/or email addresses to send unsolicited email or other communications to other users of the “Site” Services.
We also reserve the right to deny access to the Site or any features of the Site to anyone who violates these Terms of Use or who, in our sole judgment, interferes with the ability of others to enjoy our Site or infringes the rights of others.
This Site and all the materials available on the Site are the property of us and/or our affiliates, licensors, or external sources and are protected by copyright, trademark, and other intellectual property laws. The Site is provided solely for your personal noncommercial use. You may not use the Site or the materials available on the Site in a manner that constitutes an infringement of our rights or that has not been authorized by us.
You may copy, download one copy on a single device, and print a limited amount of content for your personal, noncommercial use only, provided that (a) you include without modification all copyright and other proprietary notices contained in the content, (b) you do not modify the content, (c) you do not use the content in a manner that suggests Cyan-E.com or any other source, promotes or endorses your, or any third parties, causes, ideas, products, sites, applications, platforms or services, (d) you do not use the content in any way that is unlawful or harmful, (e) you do not scrape any content to replicate or republish the content, and (f) you do not use the content to build or train large language models, machine learning tools, or artificial intelligence (AI) systems.
You may use the content feeds, APIs, podcasts, media players, and other features of the “Site” Services, and content accessed therefrom, only as expressly permitted in these Terms of Use.
When you submit or post any material via the Site, you grant us, and anyone authorized by us, a royalty-free, perpetual, irrevocable, non-exclusive, unrestricted, worldwide license to use, copy, modify, transmit, sell, exploit, create derivative works from, distribute, and/or publicly perform or display such material, in whole or in part, in any manner or medium (whether now known or hereafter developed), for any purpose that we choose. The foregoing grant includes the right to exploit any proprietary rights in such posting or submission, including, but not limited to, rights under copyright, trademark, or patent laws that exist in any relevant jurisdiction. Also, in connection with the exercise of these rights, you grant us, and anyone authorized by us, the right to identify you as the author of any of your postings or submissions by your login screen name, and we will never reveal any personal information laid out in our Privacy Policy. You understand that the technical processing and transmission of the Site, including content submitted by you, may involve transmissions over various networks, and may include changes to the content to conform and adapt it to the technical requirements of connecting networks or devices. You will not receive any compensation of any kind for the use of any materials submitted by you.
You are free to establish a hypertext link to our Site so long as the link does not state or imply any sponsorship of your website or service by us or by our Site. However, you may not, without our prior written permission, frame or inline link any of our Site’s content, or incorporate any of our material, content, or intellectual property into another website or other service.
To access certain features of our Site, we may ask you to provide certain demographic information including your gender, year of birth, zip code, and country. In addition, if you elect to sign up for a particular feature of the Site, such as discussion forums, blogs, photo- and video-sharing pages, or social networking features, you may also be asked to register with us on the form provided and such registration may require you to provide information such as your name and email address. You agree to provide true, accurate, current, and complete information about yourself as prompted by the Site’s registration form. If we have reasonable grounds to suspect that such information is untrue, inaccurate, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Site (or any portion thereof). Our use of any information you provide to us as part of the registration process is governed by the terms of our Privacy Policy.
We respect the privacy of the users of our Site. Please review our Privacy Policy. These Terms include and fully incorporate our Privacy notice.
To use certain features of our Site, you will need a username and password to create an account. We reserve the right to reject or terminate the use of any username that we deem offensive or inappropriate. In addition, we also reserve the right to terminate the use of any username or account, or to deny access to the Site or any features of the Site, to anyone who violates these Terms of Use or who, in our sole judgment, interferes with the ability of others to enjoy our Site or infringes the rights of others. You are responsible for maintaining the confidentiality of the password and account and are responsible for all activities (whether by you or by others) that occur under your password or account. You agree to notify us immediately of any unauthorized use of your password or account or any other breach of security and to ensure that you exit from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to protect your password or account information.
Certain sections of this Site may allow you to purchase different types of products and services online that are provided by third parties. We are not responsible for the quality, accuracy, timeliness, reliability, or any other aspect of these products and services. If you make a purchase from a merchant on our Site, or on a third-party website that you have accessed via a link on our Site, the information obtained during your visit to that merchant’s online store or site, and the information that you give as part of the transaction, such as your credit card number and contact information, may be collected by both the merchant and us. A merchant may have privacy and data collection practices that are different from ours. We have no responsibility or liability for these independent policies. In addition, when you purchase products or services on or through the Site, you may be subject to additional terms and conditions that specifically apply to your purchase or use of such products or services. For more information regarding a merchant, its online store, its privacy policies, and/or any additional terms and conditions that may apply, visit that merchant’s website and click on its information links or contact the merchant directly. You release us and our affiliates from any damages that you incur and agree not to assert any claims against us or any of our affiliates, arising from your purchase or use of any products or services made available by third parties through the Site.
You agree to be financially responsible for all purchases made by you or someone acting on your behalf through the Site. You agree to use the Site and to purchase services or products through the Site, for legitimate, non-commercial purposes only. You also agree not to make any purchases for speculative, false, or fraudulent purposes or to anticipate demand for a particular product or service. You agree to only purchase goods or services for yourself or for another person for whom you are legally permitted to do so. When purchasing for a third party that requires you to submit the third party’s personal information to us or a merchant, you represent that you have obtained the express consent of such third party to provide such third party’s personal information.
We will have the right to refuse or cancel any orders placed for product listed at the incorrect price. Your receipt of an electronic or other form of order confirmation neither signifies Our acceptance of your order, nor constitutes confirmation of Our offer to sell. We reserve the right at any time after receipt of your order to accept or decline your order for any reason. We may charge and withhold the applicable sales tax for orders. Otherwise, you are solely responsible for all sales or other taxes, on orders shipped to you.
In describing and portraying our products on our Site, we attempt to be as accurate as possible. However, we do not warrant that the product descriptions or other Site Content are accurate, complete, reliable, current, or error-free. We reserve the right to correct any typographical errors, inaccuracies, or omissions that may relate to product descriptions, pricing, and availability from time to time without prior notice. If a product offered on the Site is not as described, your sole remedy is to return it to us for a refund or credit. Please see our Return Policy for details.
We have made every effort to display as accurately as possible the colors of our products that appear on the Site. We cannot guarantee that your computer monitor’s display of any color will be accurate, complete, reliable, or error-free.
When you place an order on our Site, we will ship your order to the address designated by you as long as that shipping address is verifiable through domestic and international shipping tools. We may require verification of information prior to the acceptance and/or shipment of any order. We reserve the right, without prior notice, to limit the order quantity on any product or service and/or to refuse service to any customer.
All items purchased on the Site are made under a shipping contract. The risk of loss for all items purchased passes to you upon delivery of the items to the carrier. You are responsible for filing any claims with carriers for damaged and/or lost shipments.
Merchandise availability on our Site is not guaranteed as it may be low in stock. If merchandise is not available by the time your order processes, we will notify you of this via email. You will receive a shipping confirmation email once your items have shipped
This Site may include a variety of features, such as discussion forums, blogs, photo- and video-sharing pages, email services, and social networking features that allow feedback to us and allow users to interact with each other on the Site and post content and materials for display on the Site. This Site also may include other features, such as personalized home pages and email services, that allow users to communicate with third parties. By accessing and using any such features, you represent and agree: (i) that you have read and agree to abide by our Community Rules ; (ii) that you are the owner of any material you post or submit, or are making your posting or submission with the express consent of the owner of the material; (iii) that you are making your posting or submission with the express consent of anyone pictured in any material you post or submit, (iv) that you are 13 years of age or older; (v) that the materials will not violate the rights of, or cause injury to, any person or entity; and (vi) that you will indemnify and hold harmless us, our affiliates, and each of our and their respective directors, officers, managers, employees, agents, representatives and licensors, from and against any liability of any nature arising out of related to any content or materials displayed on or submitted via the Site by you or by others using your username and password. You also grant us a license to use the materials you post or submit via such features, as described above under the header “Rights and Restrictions Relating to Site Content.”
Responsibility for what is posted on discussion forums, blogs, photo- and video-sharing pages, and other areas on the Site through which users can supply information or material, or sent via any email services that are made available via the Site, lies with each user – you alone are responsible for the material you post or send. We are not responsible for the speech, content, messages, information or files that you or others may transmit, post or otherwise provide on or through the Site.
You understand that we have no obligation to monitor any discussion forums, blogs, photo- or video-sharing pages, or other areas of the Site through which users can supply information or material. However, we reserve the right at all times, in our sole discretion, to screen content submitted by users and to edit, move, delete, and/or refuse to accept any content that in our judgment violates these Terms of Use or is otherwise unacceptable or inappropriate, whether for legal or any other reasons.
You acknowledge and agree that we may preserve content and materials submitted by you, and may also disclose such content and materials if required to do so by law or if, in our business judgment, such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms of Use; (c) respond to claims that any content or materials submitted by you violate the rights of third parties; or (d) protect the rights, property, or personal safety of our Site, us, our affiliates, our officers, directors, employees, representatives, our licensors, other users, and/or the public.
Certain sections of a Service may contain links to, or frame third-party websites, content, products, or services (collectively, “Linked Content”). Some of this Linked Content may contain our logo or other branding of ours. Notwithstanding the foregoing, the inclusion of any Linked Content does not constitute an endorsement by us, nor does it incur any obligation, responsibility, or liability on our part or of our affiliates. We do not verify, control, or have any responsibility for the Linked Content, including, without limitation, their content and privacy practices. We encourage you to read the terms and conditions and privacy policy on any Linked Content you use.
Cyan-E.com provides content feeds on or through the “Site”, consisting of a selection of headlines, summaries or text blurbs, and links to full stories (collectively, the “Content Feeds”). You may display, an excerpt from, and link to the Content Feeds on your site or application and must provide attribution to Cyan-E.com or the relevant Content Provider adjacent to the Content Feed, by including “Cyan-E.com” or “Cyan-E” or the name of the relevant Content Provider in text adjacent to the Content Feed.
From time to time, we, our advertisers or other parties may conduct promotions and other activities on, through or in connection with one or more of the Services, including, without limitation, contests and sweepstakes (collectively, “Promotions”). In some cases, you may be eligible to win a prize (“Prize”) as part of a Promotion. Each Promotion may have additional terms and/or rules or eligibility requirements which will be posted or otherwise made available to you in connection therewith under applicable law.
The information contained in any company directories that may be provided on the Site is provided for business lookup purposes and is not to be used for marketing or telemarketing applications. This information may not be copied or redistributed and is provided “AS IS” without warranty of any kind. In no event will we or our suppliers be liable in any way concerning such information.
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site, or any portion thereof, with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension or discontinuance of the Site or any portion thereof.
Throughout our Site, we have provided links and pointers to Internet sites maintained by third parties. Our linking to such third-party sites does not imply an endorsement or sponsorship of such sites or the information, products, or services offered on or through the sites. In addition, neither we nor our parent or subsidiary companies nor any of our respective affiliates operate or control in any respect any information, products, or services that third parties may provide on or through the Site or on websites linked to by us on the Site.
THE INFORMATION, PRODUCTS, AND SERVICES OFFERED ON OR THROUGH THE SITE AND ANY THIRD-PARTY SITES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE SITE OR ANY OF ITS FUNCTIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY PART OF THIS SITE, INCLUDING BULLETIN BOARDS, OR THE SERVERS THAT MAKE IT AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE OR MATERIALS ON THIS SITE OR ON THIRD-PARTY SITES IN TERMS OF THEIR CORRECTNESS, ACCURACY, TIMELINESS, RELIABILITY OR OTHERWISE.
YOU ACKNOWLEDGE THAT THE PROVISIONS OF THIS SECTION ARE A MATERIAL INDUCEMENT AND CONSIDERATION TO US TO GRANT THE LICENSE CONTAINED IN THIS TERMS OF USE AND TO PROVIDE YOU WITH ACCESS TO THE SITE AND SERVICES.
CONTENT ON THE SITE IS NOT INTENDED TO SUBSTITUTE FOR PROFESSIONAL ADVICE OF ANY KIND. IN PARTICULAR, NOTHING CONTAINED IN THE SITE IS OR SHOULD BE CONSIDERED, OR USED AS A SUBSTITUTE FOR, MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING PERSONAL HEALTH OR MEDICAL CONDITIONS. NEVER DISREGARD OR AVOID PROFESSIONAL MEDICAL ADVICE OR DELAY IN SEEKING IT BECAUSE OF SOMETHING YOU HAVE READ, HEARD OR SEEN ON THE SITE. WITHSTANDING THE FOREGOING, THESE DISCLAIMERS DO NOT EXCLUDE ANY STATUTORY CONSUMER RIGHTS CLAIMS, OR DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM CYAN-E.COM INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE.
IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED OR STATUTORY WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO YOU TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
You must provide and are solely responsible for all hardware and/or software necessary to access the Site. You assume the entire cost of and responsibility for any damage to, and all necessary maintenance, repair, or correction of, that hardware and/or software.
You acknowledge that by using the Site, you may incur charges from your wireless carrier, internet service provider, or other method of internet or data access, and that payment of any such charges will be your sole responsibility. You agree that your use of the Site will be in accordance with all requirements of your wireless carrier, internet service provider, and other method of internet or data access. We do not control network access. Your use of these networks may not be secure and may expose your personal information sent over such networks.
Any financial advice or information provided on this Site is for informational purposes only. It is not intended as professional financial advice and should not be construed as such. Users are encouraged to consult with a qualified financial advisor or professional before making any financial decisions based on information obtained from this Site.
We do not assume any responsibility or liability for the accuracy, completeness, reliability, suitability, or timeliness of any information provided. The use of this Site and reliance on any information or advice obtained herein is solely at your own risk.
We expressly disclaim any liability for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses, resulting from the use or inability to use the information provided on this Site.
We do not endorse or recommend any specific financial products, services, or strategies mentioned on this Site. Users should independently evaluate the risks and merits of any financial decisions based on their circumstances.
Your interactions with companies, organizations and/or individuals found on or through our Site, including any purchases, transactions, or other dealings, and any terms, conditions, warranties, or representations associated with such dealings, are solely between you and such companies, organizations and/or individuals. You agree that we will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. You also agree that, if there is a dispute between users of this Site, or between a user and any third party, we are under no obligation to become involved, and you agree to release us and our affiliates from any claims, demands, and damages of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such dispute and/or our Site.
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL WE OR OUR SUBSIDIARIES, PARENT COMPANIES, OR AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THIS SITE, INCLUDING ITS MATERIALS, PRODUCTS, OR SERVICES, OR THIRD-PARTY MATERIALS, PRODUCTS, OR SERVICES MADE AVAILABLE THROUGH THIS SITE, EVEN IF WE ARE ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. (BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY AND THE LIABILITY OF OUR SUBSIDIARIES, PARENT COMPANIES, AND AFFILIATES, ARE LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.) YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT WE ARE NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY USER. IF YOU ARE DISSATISFIED WITH THE SITE, ANY MATERIALS, PRODUCTS, OR SERVICES ON THE SITE, OR WITH ANY OF THE SITE’S TERMS AND CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.
You agree to indemnify and hold harmless us, our affiliates, and each of our and their respective directors, officers, managers, employees, shareholders, agents, representatives, and licensors, from and against any losses, expenses, damages, and costs, including reasonable attorneys’ fees, that arise out of your use of the Site, violation of these Terms of Use by you or any other person using your account, or your violation of any rights of another. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this section. In such event, you agree to provide us with such cooperation as is reasonably requested by us.
You agree that, in our sole discretion, we may suspend or terminate your password, account (or any part thereof) or use of the Site, or any part of the Site, and remove and discard any materials that you submit to the Site, at any time, for any reason, without notice. You agree that we will not be liable to you or any third party for any suspension or termination of your password, account (or any part thereof) or use of the Site, or any removal of any materials that you have submitted to the Site. If we suspend or terminate your access to and/or use of the Site, you will continue to be bound by the Terms of Use that were in effect as of the date of your suspension or termination.
If you are a copyright owner who believes your copyrighted material has been reproduced, posted, or distributed via the Site in a manner that constitutes copyright infringement, please inform our designated copyright agent by sending written notice by U.S. Mail to Cyan-E.com, 2001 Cunningham Rd, Wilmington, DE 19808, Attn: Copyright, or by email to cyan-e@outlook.com. Please include the following information in your written notice: (1) a detailed description of the copyrighted work that is allegedly infringed upon; (2) a description of the location of the allegedly infringing material on the Site; (3) your contact information, including your address, telephone number, and, if available, email address; (4) a statement by you indicating that you have a good-faith belief that the allegedly infringing use is not authorized by the copyright owner, its agent, or the law; (5) a statement by you, made under penalty of perjury, affirming that the information in your notice is accurate and that you are authorized to act on the copyright owner’s behalf; and (6) an electronic or physical signature of the copyright owner or someone authorized on the owner’s behalf to assert infringement of copyright and to submit the statement. Please note that the contact information provided in this paragraph is for suspected copyright infringement only. Contact information for other matters is provided elsewhere in these Terms of Use or on the Site.
The Site is intended for use only by residents of the United States over the age of 13. It may not comply with the legal requirements of foreign countries. Other countries may have laws and regulatory requirements that differ from those in the U.S. By using this Site, you agree to the transfer and processing of any personal information you provide to the U.S. as outlined in the Privacy Policy under the laws of the United States and the State of Delaware, rather than under the law of your home country.
This agreement constitutes the entire agreement between us and you with respect to the subject matter contained in this agreement and supersedes all previous and contemporaneous agreements, proposals, and communications, written and oral. You also may be subject to additional terms and conditions that may apply when you use the products or services of a third party that are provided through the Site. In the event of any conflict between any such third-party terms and conditions and these Terms of Use, these Terms of Use will govern. It is your responsibility to ascertain and obey all applicable local, state, federal, and international laws, statutes, rules, and regulations (including minimum age requirements) related to the use of our Site. To the extent any action relating to the use of the Site, or any transaction with Cyan-E.com is not required to be arbitrated or filed in small claims court under the Arbitration Agreement, any dispute arising out of, or relating to, the Terms will be governed by and interpreted and construed under the laws of the State of Delaware, without giving effect to any principles of conflicts of law.
This agreement is personal to you and you may not assign it to anyone. If any provision of this agreement is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from this agreement and will not affect the validity and enforceability of any remaining provisions. These Terms of Use are not intended to benefit any third party, and do not create any third party beneficiaries. Accordingly, these Terms of Use may only be invoked or enforced by you or us. You agree that regardless of any statute or law to the contrary, any claim or cause of action that you may have arising out of or related to use of the Site or these Terms of Use must be filed by you within one year after such claim or cause of action arose or be forever barred.
We try to address any disputes without the need to initiate a formal legal case. You agree that before submitting any dispute or claim to arbitration for resolution, you and we agree to make a good faith effort to resolve it informally, including having at least one telephone or videoconference conversation between you, personally, and us. To initiate this good faith effort to informally resolve a dispute you agree to notify us in writing by email at cyan-e@outlook.com, of the nature of the dispute, the basis for your claims, and the resolution that you are seeking, including any monetary amount, with as much detail as you can provide so that we can gain a sufficient understanding of the dispute. Within the sixty (60) days following our receipt of this notice, you agree to engage in good faith efforts to resolve the dispute, including personally participating in a telephone call or videoconference with us. You may have a lawyer attend the call with you if you wish. If the dispute is not resolved within that sixty (60) days (which period can be extended by agreement of the parties), you or we may commence an arbitration to resolve the dispute consistent with the process set forth below. Compliance with and completing this informal dispute resolution process is a condition precedent to commencing an arbitration. You and we agree to toll any applicable statute of limitations and filing fee deadlines while the parties engage in this informal dispute resolution process from the date, we receive your notice to the date arbitration is commenced or the conclusion of the 60-day period described above, whichever is sooner. A court of competent jurisdiction shall have the authority to enforce this condition precedent to arbitration, which includes the power to enjoin the filing or prosecution of a demand for arbitration.
You and Cyan-E.com agree that, except as set forth below, we will resolve any controversies, claims, counterclaims, or other disputes between you and Cyan-E.com or you and a third-party agent of Cyan-E.com (a “Claim”) through final and binding arbitration instead of through court proceedings under the Consumer Arbitration Rules of the American Arbitration Association (“AAA Rules”). This arbitration agreement applies to any existing or future Claims that you have not individually filed in a court of law or in arbitration before the date you agreed to these Terms. The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. You and we hereby waive any right to a jury trial of any Claim. The arbitration will be heard and determined by a single arbitrator. The arbitrator’s decision in any such arbitration will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. The parties agree that the arbitration proceedings will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs, or other documents submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration, by applicable disclosure rules and regulations of securities regulatory authorities or other governmental agencies, or as specifically permitted by state law. The Federal Arbitration Act and federal arbitration law apply to this agreement. A court of competent jurisdiction has exclusive authority to determine the existence, scope, and validity of the arbitration agreement and the arbitrability of any claim or counterclaim, including, without limitation, whether any conditions precedent to the commencement of an arbitration have been completely satisfied and any objections with respect to any of the foregoing.
To begin an arbitration proceeding, you must send us an individual letter signed by you requesting arbitration and describing your claim to Cyan-E.com @address here, Attention: Legal Department. This letter must be sent at least five (5) days before you initiate an arbitration proceeding against us.
Any party to the arbitration may, at any time, serve an offer of compromise in writing upon any other party to the action. Offers of compromise pursuant to these Terms will be adjudicated and interpreted In accordance with Delaware Superior Court Rule 68, any offers of judgment made in settlement negotiations are subject to potential cost consequences based on acceptance or rejection. Additionally, statements made during settlement negotiations shall not be admissible under Delaware Rule of Evidence 408 to prove liability or the amount of damages in subsequent legal proceedings.
If you demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Cyan-E.com will pay as much of the administrative costs and arbitrator’s fees required for the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate.
Notwithstanding the foregoing, if your attorney is paying the administrative costs, filing fees, arbitrator fees, and other associated arbitral costs on your behalf, your attorneys may recover all or a portion of those fees only if you obtain an award in the arbitration, your attorney must evenly split all costs with us initially. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate.
This arbitration agreement does not preclude you or Cyan-E.com from seeking action by federal, state, or local government agencies. You and Cyan-E.com also have the right to bring qualifying claims to small claims court or transfer qualifying claims to small claims court. Either party may elect that a Claim be filed exclusively in a small claims court of competent jurisdiction by providing notice to the other party. In the event a Claim has already been filed in arbitration, the party who has filed that Claim will, within ten (10) days of receiving such a notice, withdraw their Claim from arbitration. The parties will then proceed with the Claim exclusively in small claims court. A party may apply to any court of competent jurisdiction to enforce the terms of this paragraph. In addition, you and Cyan-E.com retain the right to apply to any court of competent jurisdiction for provisional relief, including pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Terms, nor a waiver of the right to have disputes submitted to arbitration as provided in these Terms.
Neither you nor Cyan-E.com may act as a class representative or private attorney general, nor participate as a member of a class of claimants, concerning any Claim. You may not bring Claims in arbitration on a class, consolidated, or representative basis. The arbitrator can decide only your and/or Cyan-E.com’s Claims.
If any provision of this Section is found to be invalid or unenforceable, then that specific provision shall be of no force and effect and shall be severed, but the remainder of this Section shall continue in full force and effect. If for any reason a Claim proceeds in court rather than in arbitration, you and Cyan-E.com each waive any right to a jury trial. No waiver of any provision of this Section of the Terms will be effective or enforceable unless recorded in writing and signed by the party waiving such a right or requirement. Such a waiver shall not waive or affect any other portion of these Terms. The arbitrator may award in the arbitration the same damages or other relief available under applicable law, including injunctive and declaratory relief as if the action were brought in court on an individual basis. Notwithstanding anything to the contrary in the foregoing or herein, the arbitrator may not issue a “public injunction” and any such “public injunction” may be awarded only by a federal or state court. If either party seeks a “public injunction,” all other claims and prayers for relief must be adjudicated in arbitration first and any prayer or claim for a “public injunction” in federal or state court stayed until the arbitration is completed, after which the federal or state court can adjudicate the party’s claim or prayer for “public injunctive relief.” In doing so, the federal or state court is bound under principles of claim or issue preclusion by the decision of the arbitrator.
This Arbitration Agreement Section of the Terms will survive the termination of your relationship with Cyan-E.com
THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN AAA RULES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR LEVI STRAUSS & CO. WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.
If twenty-five (25) or more similar claims are asserted against Cyan-E.com at or around the same time by the same or coordinated counsel or are otherwise coordinated (and your Claim is one such Claim), you understand and agree that the resolution of your Claim might be delayed. You also agree to the following process and application of the AAA Multiple Consumer Case Filing Fee Schedule and Supplementary Rules. Twenty (20) claims shall be selected to proceed to individual arbitration proceedings as part of a first batching process, ten (10) of which will be selected by the claimants and ten (10) of which will be selected by Cyan-E.com The remaining claims shall not be filed or deemed filed in arbitration nor shall any AAA fees be assessed in connection with those claims until they are selected to proceed to individual arbitration proceedings as part of the staged process described herein. If the parties are unable to resolve the remaining claims after the conclusion of the initial twenty (20) proceedings, the parties shall participate in a global mediation session before a retired state or federal court judge, for which Cyan-E.com will pay the mediator’s fee. If the parties are unable to resolve the remaining claims through mediation at this time, then forty (40) claims shall be selected to proceed to individual arbitration proceedings as part of a second batching process, twenty (20) of which will be selected by the claimants and twenty (20) of which will be selected by Cyan-E.com. (If there are fewer than forty (40) claims remaining, all shall proceed.) The remaining claims shall not be filed or deemed filed in arbitration nor shall any AAA fees be assessed in connection with those claims until they are selected to proceed to individual arbitration proceedings as part of the staged process described herein. In any batching process, a single arbitrator shall preside over each proceeding, and only one proceeding may be assigned to each arbitrator unless the parties agree otherwise. If the parties are unable to resolve the remaining claims after the conclusion of the forty (40) proceedings, the parties shall participate in another global mediation session before a retired state or federal court judge, for which Cyan-E.com will pay the mediator’s fee. If the parties are unable to resolve the remaining claims in mediation at this time, this staged process shall continue with no more than one hundred (100) claims proceeding at any time in a staged order that is selected randomly or by the AAA, until all the coordinated claims, including your Claim, are adjudicated or otherwise resolved. At any time during these proceedings, we agree to participate in a global mediation session should your counsel request it to resolve all remaining claims. Any applicable statute of limitations on your Claims and filing fee deadlines shall be tolled for claims subject to this Section regarding “Mass Arbitration Process Requirements” from the time claims are selected for the first set of batching proceedings until the time your Claim is selected to proceed in arbitration, withdrawn, or otherwise resolved. A court of competent jurisdiction shall have authority to enforce this Section regarding “Mass Arbitration Process Requirements” and, if necessary, to enjoin the filing or prosecution of arbitration demands against Cyan-E.com Should a court of competent jurisdiction decline to enforce these ” Mass Arbitration Process Requirements,” you and we agree that your and our counsel shall engage in good faith and with the assistance of a Process Arbitrator to devise and implement procedures that ensure that arbitration remains efficient and cost-effective for all parties. Either party may engage with the AAA to address reductions in arbitration fees.
If you have any questions or concerns about the Terms, call us at 302-000-0000; or write to us at:
Cyan-E.com
General Counsel
