Labor On Demand, LLC d/b/a Laborocity Terms of Service
Last Updated 4/30/20
1. Contractual Relationship.
These Terms of Services (“Terms”) govern your access or use of the applications, websites, content, products, and services (the “Services,” as more fully described below in Section 2) made available by Labor On Demand, LLC d/b/a Laborocity and its parents, subsidiaries, representatives, affiliates, officers and directors (collectively, “Laborocity”). PLEASE READ THESE TERMS CAREFULLY, AS THEY CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND LABOROCITY.
By accessing or using the Services, you confirm your agreement to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services. These Terms expressly supersede prior agreements or arrangements with you. Laborocity may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.
Supplemental terms may apply to certain Services, such as policies for a particular event, program, activity or promotion, and such supplemental terms will be disclosed to you in separate disclosures or in connection with the applicable Service(s). Supplemental terms are in addition to, and shall be deemed a part of, the Terms for the purposes of the applicable Service(s). Supplemental terms shall prevail over these Terms in the event of a conflict with respect to the applicable Services.
Laborocity may amend the Terms from time to time. Amendments will be effective upon Laborocity’s posting of such updated Terms at this location or in the amended policies or supplemental terms on the applicable Service(s). Your continued access or use of the Services after such posting confirms your consent to be bound by the Terms, as amended.
Laborocity provides a referral and communication platform to enable the connection between individuals seeking temporary work (“Doers”), and individuals and/or companies in need of persons to perform various work. YOU ACKNOWLEDGE THAT THE PARTIES ARE INDEPENDENT CONTACTS, AND THESE TERMS DO NOT CREATE ANY AGENCY, PARTNERSHIP OR JOINT VENTURE, OR AUTHORITY TO BIND THE OTHER PARTY.
Laborocity does not control the time, quality, legality, failure to provide, or any other aspect of a Doer’s work and/or any communication with any other user of Laborocity’s Services. You acknowledge and agree that Laborocity functions solely as a referrer and host of a communication platform, enabling the connection between users, expressly noting that Laborocity does not control the interactions between same. Laborocity makes no representation or warranty as to the integrity, quality, responsibility, acts, or omissions of any user.
2.1 Doer Best Effort.
By registering to become a Doer and accepting an Open Job Posting, you the Doer agree to use your best efforts to perform the Open Job Post such that the Services meet the requirements and specifications of the Poster, for whom the Open Job Posting was created. Once a Doer has accepted an Open Job Posting, the Open Job Posting will no longer be available for performance by other Doers who received the Open Job Posting. By accepting an Open Job Posting, you are entering into a binding legal agreement to provide the Services for the Payment specified in the Open Job Posting. Do not accept an Open Job Posting unless you are sure that: (1) you understand what you are being asked to deliver; (2) you can perform the Services identified in the Open Job Posting; (3) you can deliver the Services in the requested time period; and if required, you can get to and from the Customer’s location. Failure to deliver the Services consistent with the Customer’s requirements and specifications will constitute a breach, resulting in non-payment.
3. Access and Use of the Services.
In order to use most aspects of the Services, you must register for and maintain an active user account (“Account”). You must be at least 18 years of age, unless a specific Service permits otherwise. Account registration requires you to submit to Laborocity certain personal information, such as your name, address, mobile phone number and age. You agree to maintain accurate, complete, and up-to-date information in your Account. You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times.
You may not authorize third parties to use your Account. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when accessing or using the Services, and you may only access or use the Services for lawful purposes. You may not in your access or use of the Services cause nuisance, annoyance, inconvenience, or property damage to any other party.
You agree that Laborocity may contact you by telephone, sms, or email at the phone number or email address provided by you. Additionally, you authorize Laborocity to provide your contact information, including, but not limited to, your phone number and/or email address, to other users.
You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from your device. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and any updates thereto. Laborocity does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.
4. Special Promotions.
Laborocity may from time to time provide certain promotional opportunities, sweepstakes, and contests to Users. All such promotions will be run at the sole discretion of Laborocity and can be activated, modified, or removed at any time by Laborocity without advance notification and the liability of Laborocity’s partners in regards to any such promotional opportunity, sweepstake, or contest shall be limited, pursuant to these Terms.
5. Disclaimers; Limitation of Liability; Indemnity.
USE OF THE LABOROCITY SERVICES SHALL BE AT THE USER’S SOLE RISK. THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, LABOROCITY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF. LABOROCITY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. LABOROCITY DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF ANY DOER. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.
IN NO EVENT SHALL LABOROCITY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU, YOUR HEIRS, SUCCESSORS OR ASSIGNS FOR ANY LOSSES, LIABILITY, OR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; (II) ERRORS, MISTAKES, INACCURACIES OR OMISSIONS OF CONTENT; (III) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES; (IV) UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN; (V) INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES; (VI) BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY; (VII) TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY, EVEN IF LABOROCITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND/OR (VIII) LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT YOU OR LABOROCITY ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU SPECIFICALLY ACKNOWLEDGE THAT LABOROCITY SHALL NOT BE LIABLE FOR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND/OR ANY OTHER USER AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
Laborocity shall not be liable for any failure of or delay in the performance of any service or benefit it provides to Users for the period that such failure or delay is due to causes beyond its reasonable control, including but not limited to acts of God, war, strikes or labor disputes, embargoes, government orders, acts by common carriers, emergency conditions (including weather conditions), utility failures, or any other force majeure event.
The Services are controlled and offered by Laborocity from its facilities in the United States of America. Laborocity makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other jurisdictions do so at their own volition and are responsible for compliance with local law.
To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless Laborocity, its, officers, directors, employees and agents, affiliates, successors in interest and assigns, from and against any and all claims, damages, obligations, losses, liabilities, costs or debts, and expenses (including but not limited to attorneys’ fees) arising out of or in connection with: (i) your use of and access to the Services or services or goods obtained through your use of the Services; (ii) your breach or violation of any of these Terms; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; (iv) any claim that your content caused damage to a third party; or (v) Laborocity’s use of your likeness (as more fully described below). This defense and indemnification obligation will survive this agreement and your use of the Services.
The Laborocity website and/or mobile application contains messaging, emailing, and other communication functions. You agree, when using such functions, not to do any of the following:
(a) defame, abuse, harass, stalk, threaten or otherwise violate the legal, moral, or human rights of others (such as rights of privacy and publicity);
(b) publish, post, distribute or disseminate any defamatory, infringing, obscene, indecent or unlawful material or information;
(c) upload or attach files that contain software or other material protected by intellectual property laws (or by rights of privacy) unless you own or control the rights thereto or has received all necessary consents;
(d) upload or attach files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer;
(e) delete any author attributions, legal notices or proprietary designations or labels in any file that is uploaded;
(f) falsify the origin or source of software or other material contained in a file that is uploaded;
(g) advertise or offer to sell any goods or services, or conduct or forward surveys, contests, or chain letters; or
(h) download any file posted by another user that you know, or reasonably should know, cannot be legally distributed in such manner.
Laborocity reserves the absolute right to delete any material posted to the Laborocity website and/or mobile application with or without notice to any user. Laborocity also reserves the right to delete the Account of any user that breaches or violates any of these Terms.
Laborocity accepts no responsibility or liability in regards to the conduct of any user in connection with listed individuals, facilities or organizations, or for any material submitted by users and carried on the Laborocity website including responsibility or liability for the accuracy or reliability of any information, data, opinions, advice or statements made in such material.
You hereby grant to Laborocity a non-exclusive, fully-paid, royalty-free, transferable, sub-licensable, worldwide, unrestricted, and perpetual right to use and/or display your name, logo and/or likeness and/or any videotape, film, record, photograph, voice, or any instrumental, musical, or other sound recording provided by you to Laborocity (collectively “User Content”), as follows:
(a) To use any of the User Content that you provide to Laborocity and to reproduce, modify, or create derivatives of such materials, their picture silhouette, or other reproductions of its physical likeness in and in connection with the exhibition, distribution, display, performance, transmission, broadcasting on any and all media, including, without limitation, the internet;
(b) To reproduce in all media any recordings of your voice and all related instrumental, musical, or other sound effects, made in connection with the Laborocity platform;
(c) To use and permit to be used the aforementioned in advertising, marketing, and or publicizing of the Laborocity platform in any media.
You represent and warrant that: (i) you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases necessary to grant Laborocity the license to the User Content as set forth above; and (ii) neither the User Content, nor your submission, uploading, publishing or otherwise making available of such User Content, nor Laborocity’s use of the User Content as permitted herein will infringe, misappropriate or violate a third party’s intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. You hereby waive all rights and release Laborocity from any claim or cause of action, whether now known or unknown, for defamation, invasion of the right to privacy, publicity, or personality or any similar matter, or based upon or relating to the use and exploitation of the aforementioned materials, likeness, identity, or voice provided in connection with the Laborocity platform.
You acknowledge that Laborocity shall not owe any financial or other remuneration for using the aforementioned materials provided hereunder, either for initial or subsequent transmission or playback. You acknowledge that Laborocity is not responsible for any expense or liability incurred as a result of your provided materials or participation in the creation of any such materials, including any loss of such materials.
The mention of names of specific companies or products or other copyrighted or trademarked material does not imply any intention to infringe proprietary rights, nor should it be construed as an endorsement or recommendation on the part of Laborocity. In some instances, Laborocity may specifically name a third party as a partner, customer, sponsor, or charitable connection. At all times the use of the names, logos, or products are being used with the permission of the third party which owns the name, logo, or product.
The Laborocity website and/or mobile application may be linked to other websites that are not under Laborocity’s control. Laborocity provides these links as a convenience and the inclusion of such links does not imply an endorsement or approval by Laborocity of any website, product or service. Laborocity does not assume any responsibility or liability in regards to such websites, including, responsibility or liability for the accuracy or reliability of any information, data, opinions, advice or statements made on those websites. Laborocity is not responsible for the privacy practices or the content of such websites.
9. Laborocity’s Intellectual Property.
The Laborocity website and platform, including all intellectual property rights in the website and platform, and any of Laborocity’s proprietary technology, including software, hardware, products, processes, algorithms, user interfaces, know-how, technologies, designs and other tangible or intangible technical material or information made available to you by Laborocity (the “Laborocity Technology”) is the exclusive property of Laborocity or its suppliers. Except as expressly set forth herein, no express or implied license or right of any kind is granted to you regarding the Laborocity Technology, or any part thereof, including any right to obtain possession of any source code, data or other technical material relating to the Laborocity Technology. All rights not expressly granted to you are reserved to Laborocity. Ownership of all work product, developments, inventions, technology or materials provided by Laborocity under these Terms will be solely owned by Laborocity. Laborocity, in its sole discretion, may utilize all comments and suggestions, whether written or oral, furnished by you to Laborocity in connection with the website and/or platform (all such comments and suggestions, collectively, “Feedback”). You hereby grant Laborocity a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate the Feedback into Laborocity products and services.
You agree not to directly or indirectly solicit, contact, hire, service, or attempt to do the same, outside of the Laborocity platform, any Laborocity employee, Doer, client, customer, independent contractor or user, except as provided herein until two (2) years after your last contact, whether direct or indirect, with any such party. You shall not induce or attempt to induce any employee, Doer, client, customer, independent contract, user or other business relation of Laborocity to cease doing business with Laborocity.
Payment loading services for Doers are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these Terms or continuing to operate as a Doer, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Laborocity enabling payment loading services through Stripe, you agree to provide Laborocity accurate and complete information about you and your business, and you authorize Laborocity to share it and transaction information related to your use of the payment loading services provided by Stripe.
Laborocity does not store or disseminate card or account data provided by Users. All credit and debit card information is processed through Stripe and the data is not held by Laborocity in any form or method. Stripe is responsible for protecting all data in its possession and does so using all commercially reasonable administrative, technical, and physical procedures.
Laborocity complies with Payment Card Industry Data Security Standards (PCI-DSS) and the Payment Application Data Security Standards (PA-DSS) rules and procedures, wherever applicable.
The use of the Laborocity Services creates no employment relationship, service, or contract and Laborocity does not serve as an employer to you. As such, Laborocity shall not be held liable for any tax or withholding, whether federal or state, including but not limited to unemployment insurance, liability, social security, or payroll withholdings in connection with your use of the Services. You are solely responsible for filing all tax returns and submitting all payments as required by any federal, state, local, or foreign tax authority arising from the payment of Payments to you under this Agreement, and you agree to do so in a timely manner. You will comply with all applicable federal, state, local, and foreign laws governing self-employed individuals, including laws requiring the payment of taxes, such as income and employment taxes, and social security, disability and other contributions. To the extent required by the IRS, Laborocity will report the Payments paid to you for services rendered as part of Laborocity Job Postings by filing Form 1099-MISC with IRS. You consent to electronic delivery of Form 1099-MISC, if such form is required or filed. You agree to indemnify Laborocity for the cost of any tax liabilities incurred by Laborocity as a result of your failure to pay all applicable taxes in a timely manner.
As between you and Laborocity, Laborocity reserves the right to establish, remove and/or revise charges for any or all services or goods obtained through the use of the Services at any time in Laborocity’s sole discretion. Laborocity will use reasonable efforts to inform you of charges that may apply, provided that you will be responsible for charges incurred under your Account regardless of your awareness of such charges or the amounts thereof.
In certain cases, charges you incur will be owed directly to third parties, and Laborocity may collect payment of those charges from you, on the third party’s behalf as their limited payment collection agent, and payment of the charges shall be considered the same as payment made directly by you to the third party. This payment structure is intended to fully compensate a third party, if applicable, for the services or goods obtained in connection with your use of the Services. In all other cases, charges you incur will be owed and paid directly to Laborocity or its affiliates, where Laborocity is solely liable for any obligations to third parties. You understand and agree that, while you are free to provide additional payment as a gratuity to any third party who provides you with services or goods obtained through the Service, you are under no obligation to do so. Gratuities are voluntary.
As a client of Laborocity, it is your responsibility to review and submit your approval or disapproval of a Doer’s weekly hours by reviewing Doer’s timesheets within our system. We will work with you and the Doers to attempt to resolve any time sheet concerns promptly upon your written request to us. In the event you do not approve or disapprove time sheets in writing by 10 AM on the Wednesday following the time sheet submission, the time sheet will be deemed automatically approved and you will be required to pay 100% of the invoice.
You acknowledge that you are an independent contractor, not an employee of Laborocity. As such, you acknowledge and understand that you are not covered by any insurance that may be provided by Laborocity to its employees, including, without limitation, health insurance, workers compensation insurance, general liability insurance, and automobile liability insurance. Laborocity requires that, as an independent contractor, you maintain workers’ compensation or occupational accident insurance for which you are solely and exclusively responsible for. Specifically, in the event that you are injured while working in the course and scope of an engagement for Laborocity, you acknowledge and understand that you will not be covered by any workers compensation insurance coverage that Laborocity may provide to its employees. Further, in the event that your actions cause an injury to a third party while you are working in the course and scope of performing a Laborocity Job Posting or the Services, you acknowledge and understand that you will not be covered by any general liability or automobile liability insurance coverage that Laborocity may have, and that Laborocity is not making any commitment to defend and/or indemnify you in such circumstances, and specifically denies such obligation. If you do not provide proof of workers’ compensation or occupational accident insurance, you will be charged a Trust and Safety Fee that will be paid towards Laborocity’s supplemental occupational accident insurance. By agreeing to these Terms, you are agreeing to pay this fee.
13. Arbitration Agreement.
BY AGREEING TO THE TERMS, YOU AGREE THAT YOU ARE REQUIRED TO RESOLVE ANY CLAIM THAT YOU MAY HAVE AGAINST LABOROCITY ON AN INDIVIDUAL BASIS IN ARBITRATION, AS SET FORTH IN THIS SECTION 13. THIS WILL PRECLUDE YOU FROM BRINGING ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION AGAINST LABOROCITY, AND ALSO PRECLUDE YOU FROM PARTICIPATING IN OR RECOVERING RELIEF UNDER ANY CURRENT OR FUTURE CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION BROUGHT AGAINST LABOROCITY BY SOMEONE ELSE.
AGREEMENT TO BINDING ARBITRATION
You and Laborocity agree that any dispute, claim or controversy arising out of or relating to (a) these Terms or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or use of the Services at any time, whether before or after the date you agreed to the Terms, will be settled by binding arbitration between you and Laborocity, and not in a court of law.
You acknowledge and agree that you and Laborocity are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless both you and Laborocity otherwise agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding. However, you and Laborocity each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.
RULES AND GOVERNING LAW
The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the AAA’s Consumer Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this Section 13. The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.
The parties agree that the arbitrator (“Arbitrator”), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Section 13, including any claim that all or any part of this Section 13 is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel.
Notwithstanding any choice of law or other provision in the Terms, the parties agree and acknowledge that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this Section 13 or the enforcement thereof, then that issue shall be resolved under the laws of the Commonwealth of Pennsylvania.
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration – Consumer Arbitration Rules at www.adr.org or by calling the AAA at 1-800-778-7879). The Arbitrator will be either (1) a retired judge or (2) an attorney specifically licensed to practice law in the Commonwealth of Pennsylvania and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an Arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the Arbitrator in accordance with the AAA Rules.
LOCATION AND PROCEDURE
Unless you and Laborocity otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and Laborocity submit to the Arbitrator, unless you request a hearing or the Arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the Arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The Arbitrator will render an award within the time frame specified in the AAA Rules. Judgment on the arbitration award may be entered in any court having competent jurisdiction to do so. The Arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. An Arbitrator’s decision shall be final and binding on all parties. An Arbitrator’s decision and judgment thereon shall have no precedential or collateral estoppel effect. The prevailing party in arbitration will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, Laborocity will not pay any such fees in the event that the Arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
Notwithstanding the provisions in Section 1 above, regarding consent to be bound by amendments to these Terms, if Laborocity changes this Section 13 after the date you first agreed to the Terms (or to any subsequent changes to the Terms), you may reject any such change by providing Laborocity written notice of such rejection within thirty (30) days of the date such change became effective, as indicated in the “Last Updated” date above. This written notice must be provided either (a) by mail or hand delivery to Laborocity at 201 King of Prussia Road, Suite 501, Radnor, PA 19087, or (b) by email from the email address associated with your Account to: email@example.com. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this Section 13. By rejecting changes, you are agreeing that you will arbitrate any dispute between you and Laborocity in accordance with the provisions of this Section 13 as of the date you first agreed to the Terms (or to any subsequent changes to the Terms).
SEVERABILITY AND SURVIVAL
If any portion of this Section 13 is found to be unenforceable or unlawful for any reason, (1) the unenforceable or unlawful provision shall be severed from these Terms; (2) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 13 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 13; and (3) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.
14. Choice of Law.
You agree that: (i) the Services shall be deemed solely based in Pennsylvania; and (ii) the Services shall be deemed a passive website that does not give rise to personal jurisdiction over Laborocity, either specific or general, in jurisdictions other than Pennsylvania. These Terms shall be governed by the internal substantive laws of the Commonwealth of Pennsylvania, without respect to its conflict of laws principles. Except as may be otherwise provided in Section 13 above. Except as set forth in Section 13, any claim or dispute between you and Laborocity that arises in whole or in part from the Services shall be decided exclusively by a court of competent jurisdiction located in Pennsylvania. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other term, and Laborocity’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. Laborocity reserves the right to amend these Terms at any time and without notice, and it is your responsibility to review these Terms for any changes. Your use of the Services following any amendment of these Terms will signify your assent to and acceptance of its revised terms. YOU AND LABOROCITY AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
This agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be freely assigned, transferred, or pledged by Laborocity without restriction. Any purported assignment in violation of this section shall be void. No joint venture, partnership, employment, or agency relationship exists between you, Laborocity or any third party as a result of this agreement or use of the Services. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. Laborocity’s failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Laborocity in writing.