These Terms of Service ("Terms") govern your access and use of the applications, websites, content and products constituting the Services (as described below) which are made available by Steady Platform Inc. ("Steady," "we," "our," or "us") on www.steadyapp.com (the "Site"). In these Terms, the words “including” and “include” mean “including, but not limited to.”
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND STEADY.
By accessing or using the Site and 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.
IMPORTANT: PLEASE REVIEW CAREFULLY THE ARBITRATION PROVISION SET FORTH IN SECTION VII, BELOW, AS IT WILL REQUIRE YOU TO RESOLVE DISPUTES WITH STEADY ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION.
Supplemental terms may apply to certain Services, such as specific consents to use a certain Service or policies for a particular event, program, activity or promotion, and such supplemental terms will be disclosed to you in separate region or industry-specific disclosures (e.g., a particular city webpage) or in connection with the applicable Service(s). Supplemental terms are in addition to, and shall be deemed a part of, these 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.
I. Description of the Services
The Steady Service provides Registered Users (defined below) with employment options based on information provided by such users as well as financial health information and tools. This Service is currently provided free of charge but may be subject to fees at our discretion.
In order to use the Services, you must have full legal capacity to enter into a contract; be at least eighteen (18) years old or of legal age in your state of residence; and provide your personal information as needed to utilize the Services. A person that satisfies these and other criteria that Steady may establish from time to time shall be considered a “Registered User.”
The Services are not intended for use by persons in any jurisdiction or country where such use would be contrary to or in violation of applicable laws or regulations. We may restrict your access to the Services during times you are in a country for which use of the Services would be prohibited. You are responsible for compliance with all local laws.
B. Personal Information
In order to identify you and prevent unauthorized use or misuse of the Services, Steady may request certain information from you and you agree to comply with any request for such information to ensure proper identification.
Steady's collection and use of personal information in connection with the Services is described in Steady's Privacy Statement located at www.steadyapp.com/privacy-policy.
You expressly authorize Steady service provider, Dwolla, Inc. to originate credit transfers to your financial institution account.
To protect the security of your information, we may require you to authenticate your identity (i.e., prove that you are who you say you are) to use certain tools and conduct certain transactions through the Services. As a precaution, we recommend that Registered Users protect their security by closing their web browser after logging out of their account. If you believe that information that you have submitted through the Services has been accessed or used without your permission, you must inform as soon as possible.
You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer or device, and you will be responsible for all activities that occur under your account or password.
C. Work Opportunities
The Service provides various work opportunities from which Registered Users may elect to enroll and participate. The providers of these work opportunities will require Registered Users to agree to their own terms. Steady is not affiliated with and does not endorse these providers and makes no representations or warranties regarding the providers or the work opportunities. All agreements and relationships entered into with these providers are solely between the Registered User and the providers and Steady shall have no responsibility or obligations in regards to such relationships.
Steady is not an employer or employment agency. The Steady Service only identifies and provides users with employment opportunities based on information provided such users that may be elected by Registered Users at their sole discretion. Registered Users are under no obligation to utilize any employment opportunity and may choose to leave or suspend any opportunity at any time, subject to any agreement with the provider of the such opportunity.
Work opportunities may be curated or recommended in a particular order based on information provided by you, this is not an endorsement of any particular work opportunity over another. Before pursuing any opportunity, you should ensure you fully understand the provider’s requirements and that the opportunity fits with your specific circumstances.
D. Boosters and Incentives
The Service may incentivize the promotion of third-party services by offering direct payment to Registered Users who have satisfied the specifically stated requirements of each unique incentive offer. Such incentive offers are often referred to as Boosters within the Service. Boosters will be determined and paid according to the specific terms provided within the Service related to each offer and are subject to change at any time.
Steady will make all efforts to make Booster payments to Registered Users within the timeframe stated in the specific terms associated with each offer. However, Steady is not responsible for delays caused by third-party providers and/or financial institutions. Payment processing times may vary.
Upon completion of your qualifying event, you will receive an email with instructions to claim your Booster reward, including selecting your preferred payment method for delivery of your reward. To be eligible for your Booster reward payment, the email address provided at the time of registration must be active and deliverable and you must have the Steady app installed on your mobile device at the time of claiming your reward. Booster Rewards expire if unclaimed within 30 days of notification.
E. Income and Employment Verification Information
Steady may, with your consent and direction, provide information we have collected from you, such as bank transactions, income, and employment information, to agencies or institutions for the purposes of verifying any requests or applications you have submitted to such agencies or institutions. Such information is provided only with your consent for the purposes of verifying information you have provided to such agencies or institutions to prevent fraud and identity theft and is not intended to be used as information bearing on your creditworthiness. This information is not a consumer report and Steady is not a consumer reporting agency.
F. Other Content
The Services may also present Registered Users with information relating to third party products or services that may be of interest to them. The Services may also provide Registered Users with general tips, recommendations and financial educational material.
G. Changes and Modifications
We reserve the right to remove or make changes to a Service or any function or feature of a Service at any time. Services may vary by state and may not be available in all states.
II. Service Options
You can find a description of our Service options on our website, and we will explain which Service options are available to you when you create a Steady account. Certain options are provided to you free-of-charge. The Steady Service that does not require payment is currently referred to as the “Free Service.” Other options, like Steady+ require payment before you can access them (the “Paid Subscriptions”). We may also offer special promotional plans, memberships, or services, including offerings of third-party products and services in conjunction with or through the Steady Service. We are not responsible for the products and services provided by such third parties. We reserve the right to modify, terminate or otherwise amend our offered subscription plans and promotional offerings at any time in accordance with these Terms.
We will explain which services are available to you when you are signing up for the services. If you cancel your subscription to the Paid Subscription, or if your subscription to the Paid Subscription is interrupted (for example, if you change your payment details), you may not be able to re-subscribe for that particular Paid Subscription. Note that any particular type of Paid Subscription may be discontinued in the future, in which case you will no longer be charged for the Service.
If you have purchased or received a code, gift card, pre-paid offer or other offer provided or sold by or on behalf of Steady for access to a Paid Subscription (“Code”), separate terms and conditions presented to you along with the Code may also apply to your access to the Service and you agree to comply with any such terms and conditions. You may also purchase access to a Paid Subscription through a third party. In such cases, separate terms and conditions with such third party in addition to the Agreements may apply to your access to the Service.
From time to time, we or others on our behalf may offer trials of Paid Subscriptions for a specified period without payment or at a reduced rate (a “Trial”). Steady may determine your eligibility for a Trial, and withdraw or modify a Trial at any time without prior notice and with no liability, to the extent permitted under applicable law.
For some Trials, we’ll require you to provide your payment details to start the Trial. By providing such details you agree that we may automatically begin charging you for the Paid Subscription on the first day following the end of the Trial on a recurring monthly basis or another interval that we disclose to you in advance. IF YOU DO NOT WANT THIS CHARGE, YOU MUST CANCEL THE APPLICABLE PAID SUBSCRIPTION BEFORE THE END OF THE TRIAL. IF YOU SIGNED UP FOR THE TRIAL THROUGH STEADY, OR IF YOU RECEIVED YOUR TRIAL THROUGH A THIRD PARTY, YOU MUST CANCEL THE APPLICABLE PAID SUBSCRIPTION THROUGH THE THIRD PARTY.
III. Payments and Cancellations
You may purchase a Paid Subscription directly from Steady or through a third party either by (1) paying a subscription fee in advance on a monthly basis or some other recurring interval disclosed to you prior to your purchase; or (2) pre-payment giving you access to the Steady Service for a specific time period (“Pre-Paid Period”).
Steady may change the price for the Paid Subscriptions, including recurring subscription fees, the Pre-Paid Period (for periods not yet paid), or Codes, from time to time and will communicate any price changes to you in advance and, if applicable, how to accept those changes. Price changes will take effect at the start of the next subscription period following the date of the price change. Subject to applicable law, you accept the new price by continuing to use the Steady Service after the price change takes effect. If you do not agree with a price change, you have the right to reject the change by unsubscribing from the Paid Subscription prior to the price change going into effect.
B. Renewal; Cancellation
Unless your Paid Subscription has been purchased for a Pre-Paid Period, your payment to Steady or the third party through which you purchased the Paid Subscription will automatically renew at the end of the applicable subscription period, unless you cancel your Paid Subscription before the end of the then-current subscription period. If you purchased the Paid Subscription through Steady, you can cancel your Paid Subscription through Steady. If you purchased the Paid Subscription through a third party, you must cancel the Paid Subscription through such third party. The cancellation will take effect the day after the last day of the current subscription period, and you will be downgraded to the Free Service. WE DO NOT PROVIDE REFUNDS OR CREDITS FOR ANY PARTIAL SUBSCRIPTION PERIODS.
If you have purchased a Paid Subscription using a Code, your subscription will automatically terminate at the end of the period stated in the Code, or when there is an insufficient pre-paid balance to pay for the Service. If you have purchased your Paid Subscription through a third party, you must cancel directly with that third party.
C. Using our service
The Steady Service and the Content is the property of Steady. We grant you limited, non-exclusive, revocable permission to make use of the Steady Service, and limited, non-exclusive, revocable permission to make personal, non-commercial use of the Content (collectively, “Access”). This Access shall remain in effect until and unless terminated by you or Steady. You promise and agree that you are using the Steady Service and Content for your own personal, non-commercial use and that you will not redistribute or transfer the Steady Service or the Content.
The Steady software applications and the Content are not sold or transferred to you, and Steady and its licensors retain ownership of all copies of the Steady software applications and Content even after installation on your personal computers, mobile handsets, tablets, wearable devices, speakers and/or other devices (“Devices”).
All Steady trademarks, service marks, trade names, logos, domain names, and any other features of the Steady brand (“Steady Brand Features”) are the sole property of Steady or its licensors. The Agreements do not grant you any rights to use any Steady Features whether for commercial or non-commercial use.
You agree to abide by our Terms of Service and not to use the Steady Service, the Content, or any part thereof in any manner not expressly permitted by the Agreements. Except for the rights expressly granted to you in the Agreements, Steady grants no right, title, or interest to you in the Steady Service or Content.
Third party software (for example, open source software libraries) included in the Steady Service are made available to you under the relevant third party software library’s license terms as published in the help or settings section of our desktop and mobile client and/or on our website.
III. Important Disclaimers
NEITHER STEADY NOR THE SERVICES ARE INTENDED TO PROVIDE LEGAL, TAX OR FINANCIAL ADVICE. STEADY IS NOT AN EMPLOYER, FINANCIAL PLANNER, DEBT CONSOLIDATOR, BROKER OR TAX ADVISOR. The Services are intended only to assist Registered Users identify and pursue employment opportunities. Each Registered User's personal situation is unique, and any information and advice obtained through the Service may not be appropriate for another person's situation. Accordingly, before making any final decisions or implementing any financial strategy, you should obtain additional independent professional advice from an accountant or other financial advisers who are fully aware of your individual circumstances.
During the course of your use of the Services, Steady may transfer or send funds to you in the form of boosters, incentives, grants, or other methods relative to a product or offer made available to you. Steady has no responsibility or liability for any of the tax implications you may be subject to as a result of receipt of such funds and Steady does not provide tax advice. Steady encourages you to seek advice from a tax professional if you have any questions or concerns about any tax obligations you may have.
IV. Third Party Offers and Rights
Some parts of the Services are supported by sponsored links from advertisers. The Services may also display offers that may be custom matched to particular Registered Users based on that user's use of the Services, queries made through the Services or other information (such sponsored links and custom offers, “Third Party Offers”). We may disclose when a particular Third Party Offer is sponsored or otherwise provided by a third party. In connection with Third Party Offers, the Services may provide links to other web sites belonging to Steady advertisers and other third parties.
Third Party Offers are provided to Registered Users as a convenience. Steady does not endorse, warrant or guarantee the third-party products or services available through the Third Party Offers (or any other third-party products or services advertised on or linked from our site), whether or not sponsored. Steady is not an agent or broker or otherwise responsible for the activities or policies of those third-party sites. Steady does not guarantee that any loan, investment, plan or other service terms, rates or rewards offered by any particular advertiser or other third party on third-party sites are actually the terms that may be offered to you if you pursue the offer or that they are the best terms or lowest rates available in the market. Information in any Third Party Offer is provided by the third party, and any such offer is subject to the third party's review of your information. Steady may receive compensation from third parties which may impact the placement and availability of the Third Party Offers. Any additional terms required by third-parties for their products or services do not modify these Terms.
If you have downloaded the App from the Apple, Inc. (“Apple”) App Store or if you are using the App on an iOS device, you acknowledge that you have read, understood, and agree to the following notice regarding Apple. This Agreement is between you and Steady only, not with Apple, and Apple is not responsible for the Service and the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Service. In the event of any failure of the Service to conform to any applicable warranty, then you may notify Apple and Apple will refund any applicable purchase price for the App to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third party claim that the Service and/or your possession and use of the App infringe that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the Service. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary of this Agreement. You hereby represent and warrant that (1) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (2) you are not listed on any U.S. Government list of prohibited or restricted parties.
V. Availability of the Services
You agree and acknowledge that you have the sole responsibility and liability for your use of the Services and for providing or obtaining, and for maintaining, all of the hardware, software, electrical power, telecommunications, Internet Services, and other products or services necessary or desirable for you to access and use the Services.
From time to time, due to the performance of maintenance, malfunctions or failures of software, equipment, or telecommunications devices, unusual transaction volume, or similar reasons, the Services may not be available for your use. We minimize the periods of time during which the Services are unavailable. You agree that we shall not be responsible for any loss, damages, costs, or expenses which you may suffer or incur, directly or indirectly, as a result of the unavailability of the Services, regardless of whether it could be shown that we could have prevented or reduced the duration of such unavailability by taking any action within our reasonable control. We shall also not be responsible for any loss, damages, costs, or expenses which you may suffer or incur, directly or indirectly, as a result of your inability to access the Services caused directly or indirectly, in whole or in part, by your computer or mobile device, your inability to establish a connection to the Internet, your Internet Service Provider, or capacity or other limitations or constraints of the Internet.
VI. Prohibited Activities
You agree that you will not:
- Use the Services for any purpose other than as expressly permitted by Steady.
- Use the Services for any commercial purpose.
- Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Services or any portion of the Services, without our express written consent, which may be withheld in our sole discretion;
- Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Services, other than the search engines and search agents available through the Services and other than generally available third-party web browsers;
- Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Services;
- Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of the Services;
- Attempt to gain an unauthorized access to any portion of the Services;
- Reproduce, duplicate, copy, sell, resell, visit, or otherwise exploit for any commercial purpose the Services without our express written consent;
- Frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Steady without express written consent; or
- Use meta tags or any other “hidden text” utilizing our name or trademarks without our express written consent.
- Misuse the Services.
You may use the Services only as permitted by law and described herein. We may at any time, with or without cause, and without prior notice to you, deny you access to the Services. Our third-party service providers may also restrict or deny your access of certain Services pursuant to their service terms.
VII. Consent to Communication
By accepting these Terms of Service, you expressly consent to be contacted by us, our agents, representatives, affiliates, or anyone calling on our behalf for any and all purposes, at any telephone number, or physical or electronic address you provide to us. You agree we may contact you in any way including SMS text messages, calls using prerecorded messages or artificial voice, and calls and messages delivered using an auto telephone dialing system or an automated texting system. Automated messages may be played when the telephone is answered, whether by you or someone else. In the event that an agent or representative calls, he or she may also leave a message on your answering machine, voice mail, or via text.
You consent to receive SMS messages (including text messages), calls and messages (including prerecorded and artificial voice and autodialed) from us, our agents, representatives, affiliates or anyone calling on our behalf at the specific number(s) you have provided to us, or number(s) we can reasonably associate with your account (through skip tracing, caller ID capture, or other methods), with information or questions about your account. You certify, warrant and represent that the telephone numbers that you have provided to us are your numbers and not someone else’s. You represent that you are permitted to receive calls at each of the telephone numbers you have provided to us. You agree to alert us whenever you stop using a particular telephone number.
We will not use autodialed or prerecorded calls or texts to contact you for marketing purposes unless you provide us with prior express written consent. If you have provided consent to receive marketing calls, you agree that Steady’s employees, agents, and representatives may use autodialed or pre-recorded phone calls and SMS text messages to contact your mobile phone at the number you provide for the purpose of describing goods and services that may be of interest to you, whether offered by Steady, affiliates, or third parties. If provided, your consent will be effective even if the number you have provided is registered on any state or federal Do-Not-Call (DNC) list. This consent for telemarketing calls shall remain in effect until you revoke it. Your consent to receive telephone communications is not a condition of using Steady's product and may be revoked at any time by email at firstname.lastname@example.org, by writing to us at Steady Platform, Inc.. c/o compliance department, 101 Marietta Street, Suite 2500, Atlanta, Georgia 30303, by texting "STOP" to 1-678-263-7040.
Standard calling and text messaging rates will apply, based on your cellular telephone carrier and service plan.
Please keep us informed of any changes in your contact information so that you can continue to receive timely electronic Communications from us. You may update your contact information by email at email@example.com, by writing to us at Steady Platform, Inc.. c/o compliance department, 101 Marietta Street, Suite 2500, Atlanta, Georgia 30303.
You agree to resolve any claim that you may have against Steady on an individual basis in mandatory binding arbitration, as set forth in and in accordance with this Section VII. This will preclude you from bringing any class, collective, or representative action against Steady, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against Steady by someone else.
A. Agreement to Binding Arbitration
You and Steady 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 Steady, and not in a court of law.
You acknowledge and agree that you and Steady 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 Steady 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 Steady 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.
B. 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. 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 VII, including any claim that all or any part of this Section VII 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 this Section VII evidences a transaction involving interstate commerce and 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 VII or the enforcement thereof, then that issue shall be resolved under the laws of the state of New York.
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 state of California 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.
D. Location and Procedure.
Unless you and Steady 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 Steady 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.
E. Arbitrator's Decision.
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. If you prevail in arbitration you will be entitled to an award of attorneys' fees and expenses, to the extent provided under applicable law. Steady will not seek, and hereby waives all rights Steady may have under applicable law to recover, attorneys' fees and expenses if Steady prevails in arbitration.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, Steady will pay all such fees, unless 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 these Terms regarding consent to be bound by amendments to these Terms, if Steady changes this Section VII Agreement 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 Steady written notice of such rejection within 30 days of the date such change became effective, as indicated in the “Effective” date above. This written notice must be provided either (a) by mail or hand delivery to our registered agent for service of process, c/o Steady Platform Inc. (the name and current contact information for the registered agent in each state are available online here), or (b) by email from the email address associated with your Account to: Help@Steady.com. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this Section VII. By rejecting changes, you are agreeing that you will arbitrate any dispute between you and Steady in accordance with the provisions of this Section VII as of the date you first agreed to the Terms (or to any subsequent changes to the Terms).
H. Severability and Survival.
If any portion of this Section VII 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 the Section VII or the parties' ability to compel arbitration of any remaining claims on an individual basis pursuant to the Section VIII; 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.
IX. Limitations of Liability
UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR ANY DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS THAT MAY ARISE IN CONNECTION WITH THE SERVICES, OR FROM YOUR USE OF, OR INABILITY TO USE, THE SERVICES OR ANY INFORMATION PROVIDED THROUGH THE SERVICES; OR IN CONNECTION WITH ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS OR LINE OR SYSTEM FAILURE; OR DISCLOSURE OF INFORMATION WHEN REPLYING TO YOU BY E-MAIL OR OTHER ELECTRONIC MEANS OR RECEIVING E-MAILS FROM YOU; EVEN IF WE ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES, OR EXPENSES. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages. In such jurisdictions, our liability is limited to the greatest extent permitted by law.
X. No Representations or Warranties
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, WORKMANLIKE EFFORT, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT GUARANTEE THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR THAT CONTENT LOSS WON'T OCCUR, NOR DO WE GUARANTEE ANY CONNECTION TO OR TRANSMISSION FROM ANY COMPUTER NETWORK.
STEADY DOES NOT WARRANT THAT THE SERVICES, INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICES, OUR SERVERS OR ELECTRONIC COMMUNICATIONS SENT FROM STEADY ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE ASSUME NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY VIRUSES THAT MAY INFECT OR DAMAGE YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY AS A RESULT OF YOUR ACCESS TO, USE OF, OR BROWSING OF THE SERVICES, THE WEB, OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, OR AUDIO FROM THE SERVICES OR THE WEB.
WE DO NOT WARRANT NOR REPRESENT THAT YOUR USE OF MATERIALS DISPLAYED THROUGH THE SERVICES WILL NOT INFRINGE RIGHTS OF THIRD PARTIES NOT OWNED OR AFFILIATED WITH US.
You agree to indemnify, defend and hold Steady, its parent, investors, affiliates and subsidiaries, and each of their officers, directors, employees, representatives and agents (collectively, the “Indemnified Parties”) harmless from and against any and all claims, losses, expenses, demands, or liabilities, including attorneys' fees and costs, incurred by us in connection with any claim by a third party (including any intellectual property claim) arising out of your use of the Services in violation of these Terms or in violation of any applicable law. You further agree that you will cooperate fully in the defense of any such claims. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle any such claim or matter without our written consent.
XII. Applicable Law
These Terms will be governed by the laws of the United States and the State of New York without giving effect to any conflict of laws to the contrary. You consent to the exclusive jurisdiction of, and venue in, the state and federal courts in New York City, New York. AS SET FORTH IN SECTION VII ABOVE, YOU IRREVOCABLY WAIVE ANY AND ALL RIGHTS YOU MAY HAVE TO A TRIAL BY JURY IN ANY JUDICIAL PROCEEDING INVOLVING ANY CLAIM RELATING TO OR ARISING UNDER THESE TERMS.
XIII. No Waiver
No failure, omission, or delay on our part to exercise any right under these Terms will preclude any other further exercise of that right or other right under these Terms.
XIV. Change in Law
If any provision in these Terms must change due to applicable law or are declared invalid by order of a court, the remaining provisions of these Terms will not be affected, and these Terms will be interpreted as if the invalid provision had not been placed in these Terms. The headings in these Terms are intended only to help organize these Terms.
XV. Changes to these Terms
Steady may amend the Terms from time to time. Amendments will be effective upon Steady'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. If you do not agree with any amendment we make to these Terms, you must stop using the Services.
XVI. Electronic Communication Agreement
By using the Services, you consent and agree to receive terms, disclosures and other information required by law to be provided to you in writing (collectively, “Communications”) to you electronically, including to the e-mail address that you provided to us, pursuant to the Electronic Signatures in Global and National Commerce Act. You further agree that:
You are providing your electronic signature on agreements and documents, which has the same effect as if you signed them in ink.
You have the appropriate device and software to access and retain any Communication received from us, including a computer or mobile device, a valid e-mail address and the ability to download, print or otherwise retain Communications.
This consent applies to all Communications from Steady, unless you have withdrawn your consent by contacting us at the address below. If you withdraw your consent to receive Communications electronically, we may prohibit you from using the Services.
You may request paper copies of any legal Communications by writing to us at the address below, to the “Attention of Electronic Communication Opt-Out.”
You are responsible for ensuring that we have your current email address, so that we can communicate with you electronically. If you need to update your primary email address, you may do so by emailing us at Help@SteadyApp.com.
Steady Platform, Inc.
101 Marietta Street NW
Atlanta, GA 30303
Last Updated: March 18, 2021