Terms of Service

Last updated June 26, 2018

The gist:

We (the folks at LevelStory) run a project management service called LevelStory.com (the “Site”) and would love for you to use it. LevelStory.com’s service is a paid service where you pay based on how many projects you are managing and how much time you are scheduling. We believe our service is designed to give you all of the tools necessary to successfully manage both large and small remodel and renovation projects. This includes the freedom to upload files and to send out mails as needed. However, be responsible in what you upload and what you publish. In particular, make sure that none of the prohibited items (like spam, viruses, or serious threats of violence) are uploaded to your team or linked within any of your projects.

If you find a LevelStory.com user that you believe violates these Terms of Service, please contact us at support@levelstory.com.

PLEASE READ THE TERMS CAREFULLY. BY ACCESSING THE SITE AND USING THE SERVICES, YOU AGREE TO THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS (INCLUDING ANY REFERENCED POLICIES OR GUIDELINES), YOU ARE NOT PERMITTED TO USE THE SERVICES. THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.

Terms of Service:

The following terms and conditions govern your use of the LevelStory.com website and all content, services, and products available at or through the website, including any third-party services (collectively, the “Services”) and provided by LevelStory, Inc. (“LevelStory”, “we”, “us”). The Services are offered subject to your acceptance without modification of all of the terms herein and all other operating rules, policies (including, without limitation, LevelStory’s Privacy Policy) and procedures that we may publish from time to time (collectively, the “Terms” or “Agreement”). You agree that we may modify our Services, and these Terms will apply to any upgrades. If modification of our Services results in a material decrease in features or functionality, you may request a pro-rata refund. To the extent a portion of the Services are provided by third parties, such Services may require your agreement to additional terms; and you will look solely to the third party offering such third party provisioned Services for any complaints, legal claims, liabilities or redress.

1. License to Use the Services.

1.1 Limited License. Except for allowing you to access and use the Services for your own personal use, when you use the Services, you are not receiving a license or any other rights from LevelStory, including intellectual property or other proprietary rights of LevelStory. You understand that you have no rights to the Services or Content (defined below) or any other LevelStory property except as indicated in these Terms and all rights and licenses not expressly granted to you in these Terms are retained by LevelStory. To the extent any component of the Services may be offered under an open source license, we will make that license available to you and the provisions of that license may expressly override some of these Terms. LevelStory may revoke or terminate the license granted above in its sole discretion, at any time. Without limiting the generality of the foregoing, we may revoke or terminate the license if you: (i) breach any obligation in these Terms or in any other agreement between you and us, (ii) violate any policy or guideline applicable to the Services or Content, or (iii) use the Services other than as specifically authorized in these Terms, without our prior written permission.

1.2 No Unauthorized Access. You may not do any of the following while accessing or using the Services:

2. Account Information; User Submitted Content; User Guidelines; Use of Site by Minors.

2.1 Your LevelStory.com Account and Website. Use of our Services requires a LevelStory.com account. You agree to provide us with complete and accurate information when you register for an account. You will be solely responsible and liable for any activity that occurs under your email address. You are responsible for keeping your password secure.

If you create an account on LevelStory.com, you are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with any team for which you are the organized subscriber. You must immediately notify LevelStory of any unauthorized uses of your account, or any other breaches of security of which you become aware. LevelStory will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.

2.2 User Submitted Content. If you post material to LevelStory.com, post links on LevelStory.com, or otherwise make (or allow any third party to make) material available (any such material, “Content”), you are entirely responsible for the content of, and any harm resulting from, that Content or your conduct. That is the case regardless of what form the Content takes, which includes, but is not limited to text, photo, video, audio, or code. By using the Services, you represent and warrant that your Content and conduct do not violate these Terms or the User Guidelines (defined below). You agree that you will not submit Content that is protected by copyright, trade secret rights, or otherwise subject to third-party proprietary rights, including privacy, personality and publicity rights, unless you are the owner of such rights or have permission from their rightful owner. You affirm, represent, and warrant to LevelStory that: (1) you are the creator and owner of the Content or otherwise have sufficient rights and authority to grant the rights granted herein; (2) your Content does not and will not (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right, (b) conforms to the User Guidelines or © violate any other applicable law; and (3) your Content does not contain any viruses, adware, spyware, worms, or other harmful or malicious code.

Subject to the Site privacy policy, by submitting Content to LevelStory for inclusion within your team or project, you grant LevelStory a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of providing and improving the Services. If you delete Content, LevelStory will use reasonable efforts to remove it from LevelStory.com, but you acknowledge that caching or references to the Content may not be made immediately unavailable. Without limiting any of those representations or warranties, LevelStory has the right (though not the obligation) to, in LevelStory’s sole discretion, (i) refuse or remove any content that, in LevelStory’s reasonable opinion, violates any LevelStory policy or is in any way harmful or objectionable in the sole discretion of LevelStory, or (ii) terminate or deny access to and use of the Services to any individual or entity for any reason. Subject to applicable law, LevelStory will have no obligation to provide a refund of any amounts previously paid.

2.3 User Guidelines and Prohibited Use. You must adhere to our user guidelines governing user conduct and behavior (the “User Guidelines”). This includes, but is not limited to, the following prohibited conduct:

LevelStory’s providers;

LevelStory reserves the right to remove and permanently ban any user found in violation of the User Guidelines, which is determined at LevelStory’s sole discretion.

2.3 Referral Links. LevelStory reserves the right to modify outgoing links to include referral attribution where applicable. You understand that your account will not receive any credit or payment from the usage of such links.

2.4 Use of Site by Minors. Our Services are not directed to children. Access to and use of our Services is only for those over the age of 13 (or 16 in the European Union). If you are younger than this, you may not register for or use our Services. Any person who registers as a user or provides their personal information to our Services represents that they are 13 years of age or older (16 years or older in the European Union). If you believe a child under 13 (or under 16 in the European Union) has transmitted their information to LevelStory, please contact us at support@levelstory.com so we may remove their information.

3. Ecommerce.

3.1 Tax Calculations. Tax Calculations are provided by AvaTax, subject to the Avalara Terms of Use found here. You are responsible for all taxes and fees invoiced to you for use of the Services. Levelstory reserves the right to correct any billing errors or mistakes that LevelStory identifies even if LevelStory has already issued an invoice or received payment. Other than income taxes imposed on LevelStory, you will bear all taxes, duties, VAT and all other governmental charges (collectively, “taxes”) resulting from these Terms. If you are exempt from any applicable taxes, you will provide evidence reasonably satisfactory to LevelStory of your tax-exempt status. If you require a purchase order, vendor registration form, or other documentation, such requirement will in no way affect or delay your obligation to pay any amounts due hereunder. You must collect, report, and/or pay the correct amounts to the appropriate authorities, if applicable, and if needed, inform your customers about any taxes they may be required to pay and issue appropriate invoices. While some LevelStory features allow you to include sales taxes in transactions, you should not rely solely on these features. We make our best efforts to keep our content and documents up-to-date, but because the tax law changes rapidly, we cannot guarantee that all the services are completely current. Tax laws differ from jurisdiction to jurisdiction and may be subject to different interpretations by different authorities. We recommend you consult an appropriate tax professional for your specific tax situation.

3.2 Shipping Services. Shipping status is provided by EasyPost subject to the EasyPost Terms found here and allow you to receive real time status of deliveries. We act only as an intermediary between you and these third parties; we are not involved in any way with your product or its shipment. We also do not warrant that the results you obtain from the use of these services will be accurate or reliable.

3.3 Your Responsibilities. You are solely responsible for all of your activities and compliance with any applicable laws in connection with your use of the Services. Among other things, this means that:

4. Privacy Policy.

LevelStory maintains a Privacy Policy describing the collection, retention, and use of your information related to your use of the Services. You may find this Privacy Policy at https://levelstory.com/privacy.

5. Fees, Payment, and Renewal.

5.1 Fees. Certain Services require the payment of fees based on the number of projects created and the number of hours scheduled. Our fee schedule is located at: https://levelstory.com/pricing. By using such Services, you agree to pay the specified fees, which we’ll bill or charge you for in regular intervals (such as monthly, annually, or biennially), on a pre-pay basis until you cancel, which you can do at any time by contacting the LevelStory team at support@levelstory.com.

5.2 Payment. If we are unable to process your payment for Services for any reason, we may immediately cancel or revoke your access to the Services. If you contact your bank or credit card company to decline or reverse the charge of fees for Services, we may also immediately revoke your access to our Services.

5.3 Billing. To ensure uninterrupted service, our Services are automatically billed on a monthly basis as charges are accrued. You authorize us to invoice you or use any payment mechanism we have on record for you to collect the then-applicable usage fees, including any applicable taxes.

5.4 Refunds. While you may cancel your Services at any time, refunds for unused Services may be issued in our sole discretion, subject to any applicable law.

5.5 Fee Changes. We may change our fees at any time on a prospective basis, and such fee change shall take effect on the next billing cycle. We will give you advance notice of the fee changes. If you do not accept the fee changes, your sole remedy is to cancel the Services.

We do not endorse and are not responsible or liable for any content, advertising, goods or services, or other materials available on or from any third party websites or resources. By linking to a non-LevelStory.com website, LevelStory does not represent or imply that it endorses such website. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. LevelStory disclaims any responsibility for any harm resulting from your use of non-LevelStory.com websites and webpages.

As LevelStory asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by LevelStory.com violates your copyright, you are encouraged to notify LevelStory in accordance with LevelStory’s Digital Millennium Copyright Act (“DMCA”) Policy by submitting an Infringement Notice. LevelStory will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. LevelStory will terminate a visitor’s access to and use of the website if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of LevelStory or others. In the case of such termination, LevelStory will have no obligation to provide a refund of any amounts previously paid to LevelStory.

To expedite our ability to process an Infringement Notice, please provide the following information:

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

A description of the copyrighted work that you believe is being infringed;

A description of the location of the material that you believe is infringing the copyrighted work;

Your contact information (please include your address, telephone number, and email address);

A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

A statement by you, made under penalty of perjury, that the information contained in your Infringement Notice is accurate and that you are the owner of the copyright interest or authorized to act on his or her behalf.

Sign the Infringement Notice and send the written communication to:

Attn: LevelStory, Inc. dmca@levelstory.com

8. Intellectual Property.

We hold all rights to the Site, Services, and all underlying components, data, software, compilation techniques, organization, logic, look and feel, structure, design, information regarding third-party data sources, resources, libraries, or other technical or business information necessary or useful to LevelStory (the “LevelStory Proprietary Information”). LevelStory expressly reserves all rights in the LevelStory Proprietary Information, including all intellectual property rights, including copyrights, patents, trademarks, and trade secret rights in such LevelStory Proprietary Information.

You agree not to: (i) copy or distribute the LevelStory Proprietary Information to any third party; (ii) reverse engineer, disassemble or decompile any portion of the LevelStory Proprietary Information or otherwise attempt to discover or re-create the source code to the LevelStory Proprietary Information; (iii) violate applicable laws, applicable to your use of the LevelStory Proprietary Information; (iv) make any modification, adaptation, improvement, enhancement, translation, or derivative work of or to any portion of the LevelStory Proprietary Information; (v) remove, alter, or obscure any proprietary notices in any portion of the LevelStory Proprietary Information; (vi) interfere with or disrupt the use and enjoyment of the Services by other users; (vii) use any robot, spider, or other automated process to monitor, data mine, or copy LevelStory Proprietary Information; and (viii) use any type of automated means to utilize or access the Site or Services.

9. Changes to the Terms.

We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will let you know by posting on our site, or by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Services within the designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.

10. Termination.

LevelStory may terminate your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your LevelStory.com account (if you have one), you may simply discontinue using our Services. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

11. No Warranties.

YOU UNDERSTAND AND AGREE THAT THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOU EXPRESSLY AGREE THAT USE OF THE SITE IS AT YOUR SOLE RISK.

TO THE FULLEST EXTENT PERMISSIBLE UNDER THE APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF TITLE, OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, NEITHER US NOR ANY OF OUR AFFILIATES OR LICENSORS, NOR ANY OF THEIR OFFICERS, DIRECTORS, LICENSORS, EMPLOYEES OR REPRESENTATIVES REPRESENT OR WARRANT (i) THAT THE SITE WILL MEET YOUR REQUIREMENTS OR BE ACCURATE, COMPLETE, RELIABLE, OR ERROR FREE; (ii) THAT THE SITE WILL ALWAYS BE AVAILABLE OR WILL BE UNINTERRUPTED, ACCESSIBLE, TIMELY, OR SECURE; (iii) THAT ANY DEFECTS WILL BE CORRECTED, OR THAT THE SITE WILL BE FREE FROM VIRUSES, “WORMS,” “TROJAN HORSES” OR OTHER HARMFUL PROPERTIES; (iv) THE ACCURACY, RELIABILITY, TIMELINESS, OR COMPLETENESS OF ANY MATERIAL PUBLISHED OR ACCESSIBLE ON OR THROUGH THE SITE; (v) ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND (vi) THAT THE MATERIALS ARE NONINFRINGING.

YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES OR CONTENT OBTAINED THROUGH THE USE OF THE SITE ARE DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE, INCLUDING TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE SITE, SERVICES, OR ANY MATERIALS.

12. Limitation of Liability.

IN NO EVENT SHALL LEVELSTORY BE LIABLE, WHETHER UNDER ANY IMPLIED INDEMNITIES OR OTHERWISE, FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE ARISING OUT OF OR IN ANY WAY CONNECTED WITH: (I) USE OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY DAMAGE CAUSED BY ANY RELIANCE ON, OR ANY DELAYS, INACCURACIES, ERRORS OR OMISSIONS IN THE SERVICES, WHETHER PROVIDED BY LEVELSTORY OR BY THIRD PARTIES; (II) ANY USE OR INABILITY TO USE OR ACCESS THE SERVICES FOR ANY REASON, (III) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR ACCOUNT. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF LEVELSTORY TO YOU ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICES EXCEED THE GREATER OF U.S. $100.00 OR THE AMOUNT YOU PAY TO LEVELSTORY, IF ANY, IN THE PAST SIX MONTHS, FOR ACCESS TO OR USE OF THE SERVICES.

Some states do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and exclusions may not apply to you.

13. Indemnification.

You agree to hold harmless, defend, and indemnify LevelStory and its successors, assigns, parents, affiliates, subsidiaries, distributors, customers and their respective agents, officers, directors, shareholders and licensees from all liabilities, claims, demands and expenses, (including, but not limited to, reasonable attorneys’ fees), that are due to, arise from, or otherwise relate to your use or misuse of the Services including, without limitation, any actual or threatened suit, demand or claim made against LevelStory that arises out of or relates to: (i) any intellectual property rights or other proprietary rights of any third party, and (ii) your breach of this Agreement. LevelStory may assume exclusive control of any defense of any matter subject to indemnification by you (which shall not excuse your obligation to indemnify LevelStory), and you agree to cooperate with LevelStory in such event. You shall not settle any dispute subject to your indemnification under this Agreement without prior written consent from LevelStory.

14. Arbitration Agreement.

You agree that any claim or dispute at law or equity that has arisen or may arise between you and LevelStory relating in any way to or arising out of this or previous versions of the Agreement, your use of or access to the Site, or any services, applications, and tools, or any products or services sold or purchased through the Site (each a “Dispute”) will be resolved in accordance with the provisions set forth in this Legal Disputes Section (the “Agreement to Arbitrate”); provided however that notwithstanding anything to the contrary herein, any Dispute based on the infringement of your or LevelStory’s intellectual property rights shall be brought exclusively in the state or federal courts situated in the State of Washington (and not arbitration).

Please read this Section carefully. It affects your rights and will have a substantial impact on how claims you and we have against each other are resolved.

14.1 Applicable Law. You agree that the laws of the State of Washington, without regard to principles of conflict of laws, will govern the Agreement and any Dispute.

14.2 Agreement to Arbitrate. You agree that any Disputes shall be resolved exclusively through final and binding arbitration, rather than in court. The Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate.

14.3 Prohibition of Class and Representative Actions and Non-Individualized Relief. YOU AND LEVELSTORY AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND LEVELSTORY AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER LEVELSTORY USERS.

14.4 Arbitration Procedures. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any Dispute, any part of it, including, but not limited to, any claim that all or any part of the Agreement to Arbitrate or Terms is void or voidable.

The arbitration will be conducted by the American Arbitration Association (“AAA”) under its rules and procedures, including the AAA’s Supplementary Procedures for Commercial Disputes (as applicable), as modified by this Agreement to Arbitrate.

The arbitration shall be held in King County, Washington or at another mutually agreed location. If the value of the relief sought is $10,000 or less, you or LevelStory may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and LevelStory, subject to the arbitrator’s discretion to require an in-person hearing, if the circumstances warrant. Attendance at an in-person hearing may be made by telephone by you and/or LevelStory, unless the arbitrator requires otherwise.

The arbitrator will decide the substance of all claims in accordance with the laws of the State of Washington, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different LevelStory users, but is bound by rulings in prior arbitrations involving the same LevelStory user to the extent required by applicable law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

14.5 Costs of Arbitration. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules, unless otherwise stated in this Agreement to Arbitrate.

14.6 Severability. With the exception of any of the provisions in Section 15.3 of this Agreement to Arbitrate (“Prohibition of Class and Representative Actions and Non-Individualized Relief”), if an arbitrator or court decides that any part of this Agreement to Arbitrate is invalid or unenforceable, the other parts of this Agreement to Arbitrate shall still apply. If an arbitrator or court decides that any of the provisions in Section 15.3 of this Agreement to Arbitrate (“Prohibition of Class and Representative Actions and Non-Individualized Relief”) is invalid or unenforceable, then the entirety of this Agreement to Arbitrate shall be null and void. The remainder of the Agreement and its Legal Disputes Section will continue to apply.

14.7 Judicial Forum for Legal Disputes. Unless you and we agree otherwise, in the event that the Agreement to Arbitrate above is found not to apply to you or to a particular claim or dispute, either as a result of your decision to opt-out of the Agreement to Arbitrate or as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that has arisen or may arise between you and LevelStory must be resolved exclusively by a state or federal court located in King County, Washington. You and LevelStory agree to submit to the personal jurisdiction of the courts located within King County, Washington for the purpose of litigating all such claims or disputes.

14.8 Conflicts with Other Written Agreement; Exceptions. To the extent you have signed a written, wet or e-signature commercial agreement with LevelStory, the dispute resolution procedures in such agreement shall supersede the Dispute Resolution procedures herein, if applicable. Moreover, nothing in this Agreement prohibits LevelStory from seeking injunctive relief in federal or state court to the extent necessary to protect or enforce its intellectual property rights.

15. US Economic Sanctions.

You expressly represent and warrant that your use of our Services is not contrary to applicable U.S. Sanctions. Such use is prohibited, and LevelStory reserves the right to terminate accounts or access of those in the event of a breach of this condition.

16. Miscellaneous.

16.1 Entire Agreement. This Agreement constitutes the entire agreement between LevelStory and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of LevelStory, or by the posting by LevelStory of a revised version.

16.2 Governing Law.

THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF WASHINGTON, USA, AS THOSE LAWS APPLY TO AGREEMENTS MADE AND SOLELY PERFORMED THEREIN. YOU IRREVOCABLY CONSENT TO AND WAIVE ALL OBJECTION TO PERSONAL JURISDICTION AND VENUE IN THE STATE AND FEDERAL COURTS AND ARBITRAL FORA LOCATED IN KING COUNTY, WASHINGTON, USA (SEATTLE). YOU AGREE TO NOT COMMENCE OR PROSECUTE ANY SUIT OR ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SITE EXCEPT IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO THE AGREEMENT TO ARBITRATE.

16.3 Severability. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.

16.4 Assignment. LevelStory may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.