Terms & Conditions
I. This Agreement
II. Your Account
III. Rights and Licenses
VI. Use of the Website
VII. Representations and Warranties
VIII. Disclaimers and Exclusions
IX. Limiation of Liability
You hereby agree to indemnify and hold Motivo d'Agrado and its owners, shareholders, directors, officers, managers, employees, representatives, agents, subsidiaries, affiliates, successors, business partners and assigns (the "Releasees") harmless from and against any and all damages, losses, costs or expenses (including, without limitation, attorneys' fees and costs at trial and on appeal) incurred in connection with any third-party suit, claim, demand or action brought against any of the Releasees arising from or relating to your use of the Website, C&B, the Services, your Content, or your breach of this Agreement (individually and collectively a “Claim”). Motivo d'Agrado has the right to control the defense, settlement, and resolution of any Claim, at your sole cost and expense. In no event may you settle or otherwise resolve any Claim without our express written permission. We may withhold any and all Payments due to you in enforcing your indemnification obligations.
XI. Arbitration and Dispute Resolution
Notices: All notices under this Agreement must be in writing and delivered as follows:
If to Motivo d'Agrado:
Auto Silo Parque Verde Panorâmico,
Sítio da Quinta Calaça,
If to you:
Using your most recent Account contact information;
Notices must be made, and will be considered received, as follows: (i) by U.S. mail, seven (7) business days after deposit in a mailbox, (ii) by overnight courier, on the date receipt is confirmed by the courier service, or (iii) by electronic mail, upon receipt of a "read receipt".
You or we may update the address for Notices set forth in this section by electronic e-mail, upon receipt of a "read receipt".
This provision precludes you from bringing any class, collective, or representative action against monalisa. It also precludes you from participating in or recovering relief under any current or future class, collective, or representative action against monalisa by someone else. In addition, arbitration precludes you from suing in court or from having a jury trial. Whether to agree to arbitration is an important decision. It is your decision to make and you should not rely solely on the information provided in this agreement, as it is not intended to contain a complete explanation of the consequences of arbitration. You should take reasonable steps to conduct further research and to consult with an attorney regarding the consequences of your decision. You may opt-out of this arbitration provision by following the instructions below.
Scope of Arbitration. You and Motivo d'Agrado agree that any dispute, claim or controversy arising out of or relating to your access to or use of the Website, C&B, or Services or to this Agreement or any other aspect of the parties’ relationship (a "Dispute"), shall be determined by arbitration, except that you and Motivo d'Agrado are NOT required to arbitrate any Dispute in which either party seeks equitable and/or legal or other relief for alleged violation of the Copyright Act, Lanham Act, or Patent Act or for state law claims of copyright, trademark, trade secret or unfair competition laws.
Small Claims Court. Notwithstanding this agreement to arbitrate, you may bring an individual action in the small claims court of your state or municipality if the action is within that court’s jurisdiction and is pending only in that court.
Applicable Arbitration Rules and Procedure. The arbitration shall be governed by the rules of JAMS that are in effect at the time the arbitration is initiated (the “JAMS Rules”), available at www.jamsadr.com or by calling 1-800-352-5267, and under the rules set forth in this Arbitration Provision, except that JAMS may not administer any multiple claimant or class arbitration, as the parties agree that the arbitration shall be limited to the resolution only of individual claims. If there is a conflict between the JAMS Rules and the rules set forth in this Arbitration Provision, the rules set forth in this Arbitration Provision shall govern. You may, in arbitration, seek any and all remedies otherwise available to you pursuant to federal, state, or local laws. All Disputes shall be resolved by a single neutral arbitrator, and both parties shall have a reasonable opportunity to participate in the selection of the arbitrator. The arbitrator is bound by the terms of this Agreement. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement, including, but not limited to, any claim that all or any part of this Agreement is void or voidable. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. You may choose to engage in arbitration hearings by telephone. Arbitration hearings not conducted by telephone shall take place in Jefferson County, Kentucky.
Auto Silo Parque Verde Panorâmico,
Sítio da Quinta Calaça,
Location of Arbitration and Applicable Rules. You and Motivo d'Agrado agree that such arbitration shall occur in Jefferson County, Kentucky. You may request to appear in such proceedings telephonically. You and Motivo d'Agrado agree that such arbitration shall be conducted by a single arbitrator in accordance with the rules of the Judicial Arbitration and Mediation Service ("JAMS"), as modified by this Agreement.
Authority of Arbitrator. With the exception of class procedures and remedies as discussed below under "Waiver of Class Relief," the arbitrator shall have the authority to grant any remedy that would otherwise be available in court.
Allocation of Arbitration Fees. If you assert a Dispute as a consumer, you will only be required to pay arbitration fees of $250 of the fees charged by JAMS in connection with any arbitration under this section, and Motivo d'Agrado will bear all other costs charged by JAMS or the arbitrator, including any remaining JAMS Case Management Fee and all professional fees for the arbitrator's services. You will still be responsible for paying your own attorneys’ fees.
Waiver of class actions and class arbitrations. You and monalisa agree that each party may bring disputes against the other party only in an individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding, including without limitation federal or state class actions, or class arbitrations. Accordingly, under the arbitration procedures outlined in this arbitration provision, an arbitrator shall not combine or consolidate more than one party’s claims without the written consent of all parties to an arbitration proceeding.
Procedure to Opt-Out of Arbitration Provision. You may opt-out of this arbitration provision only by written Notice via U.S. Mail, or by any nationally recognized delivery service (e.g., UPS, Federal Express, etc.) to Motivo d'Agrado Lda., Attn: Legal Department, 11909 Shelbyville Road, Louisville, KY 40243. You must send such Notice within thirty (30) days of your acceptance of this Agreement. You must sign and date the Notice, and include in it your name, address, and a clear statement that you do not wish to resolve disputes with Motivo d'Agrado through arbitration. If you do not follow this procedure by your thirty (30) day deadline to do so, then you and Motivo d'Agrado shall both be bound by the terms of this section entitled Dispute Resolution by Binding Arbitration.
If any portion of this Section entitled "Dispute Resolution by Binding Arbitration" is found to be unenforceable, that provision shall be severed with the remainder of this Section remaining in full force and effect. The foregoing shall not apply to the prohibition against class or representative actions; if the prohibition against class or representative actions is found to be unenforceable, this entire Arbitration Provision shall be null and void. The terms of this Arbitration Provision shall otherwise survive any termination of this Agreement.