These Terms of Service (these “Terms”) govern your use of Mutual LLC’s (“Mutual”, “we”, “us”) service available through our mobile software application known as “Mutual” (the “App”) and our website located at http://www.mutualapp.co/ (the “Website”) (the App, Website, and services made available through each are, collectively, the “Service”).

These Terms form a binding contract between you and Mutual, and these Terms include

(1)    Mutual’s Privacy Policy (which is accessible here, and is incorporated by reference herein); and

(2)    any additional terms disclosed and agreed to by you if you purchase or access additional features or services we offer through the Service, such as terms governing in-app purchases you make in the App.  

THESE TERMS INCLUDE A CLASS ACTION WAIVER AND A WAIVER OF JURY TRIALS, AND REQUIRE BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES.  PLEASE REVIEW SECTION 13 BELOW FOR DETAILS.

1. ACCEPTANCE OF THESE TERMS

1.1.  Eligibility.  In order to be eligible to use the Service, you must meet the following requirements:

(1)   Be at least 18 years old;  

(2)   Have the authority to enter into these Terms (whether personally or on behalf of the company you represent) and fully abide by them; and

(3)   Be legally permitted to use the Service by the laws in the country and/or territory where you will use the Service.

IF YOU DO NOT MEET THE ABOVE REQUIREMENTS OR YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MUST NOT USE THE SERVICE.  YOUR USE OF ANY PART OF THE SERVICE CONSTITUTES YOUR AGREEMENT TO THESE TERMS.

1.2.  Changes to Terms.  We reserve the right to update these Terms from time to time in our discretion.  When we make changes to these Terms, we will post the updated version in the App and on the Website.  We will also update the “Last Updated on” date at the beginning of these Terms to indicate when we last made changes.  Any changes to these Terms will take effect immediately after posting the updated version of the Terms in the App or on the Website.  If you do not agree to any changes after receiving notice of such changes, you must stop using the Service.  Otherwise, your continued use of the Service constitutes your acceptance of such changes.  WE ENCOURAGE YOU TO CHECK IN THE APP OR ON THE WEBSITE REGULARLY TO MAKE SURE THAT YOU ARE FAMILIAR WITH THESE TERMS AND ANY UPDATES WE MAKE TO THEM.

2. ACCOUNT REGISTRATION

2.1.  Facebook Account Required; Linking Other Social Media Accounts.  In order to use the App, you will be required to create a user profile (“Profile”).  As part of this process, you will need to sign-in using your Facebook login credentials and permit Mutual to access certain information from your Facebook account (“FB Account Info”) such as your birthday, email address, current city, hometown, photos, employment information, schools you have attended, friends list, and photos and information about your Facebook friends who might be common Facebook friends with other Mutual users.  If you do not have a Facebook account, you will need to create one before you can create a Profile.  Once you have logged into the App and as part of creating your Profile, you may be prompted to permit Mutual to access certain information from Instagram and/or your other social media accounts such as your photos and caption information (such information together with FB Account Info, collectively, your “Social Media Account Info”).  You represent that you have all rights necessary to allow Mutual to access your Social Media Account Info, and that doing so will not cause Mutual or you to violate either Mutual’s or your respective agreements with other companies.  By granting Mutual access to your Social Media Account Info, you understand and agree that Mutual may use, copy, store, display, modify, and create derivative works of your Social Media Account Info so that it may be viewed as part of your Profile by Mutual and other users of the App.  Subject to your Facebook privacy settings and Mutual’s Privacy Policy, you further understand and agree that personally identifiable information from your Facebook account may be included in your Profile.  PLEASE NOTE THAT YOUR RELATIONSHIP WITH FACEBOOK AND INSTAGRAM IS GOVERNED SOLELY BY YOUR AGREEMENTS WITH THOSE COMPANIES, AND MUTUAL HEREBY DISCLAIMS ANY LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO MUTUAL BY FACEBOOK OR INSTAGRAM, INCLUDING BUT NOT LIMITED TO ANY PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO MUTUAL IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE ESTABLISHED IN FACEBOOK OR INSTAGRAM.  MUTUAL DOES NOT REVIEW SOCIAL MEDIA ACCOUNT INFO FOR ACCURACY, LEGALITY, OR NON-INFRINGEMENT, AND MUTUAL IS NOT RESPONSIBLE FOR ENSURING THE SAME.

2.2.  User Profile. You agree to (a) provide truthful and accurate information about yourself when creating your Profile, and (b) maintain and promptly update your Profile as necessary to ensure that it remains truthful and accurate.  You are responsible for all activities that occur through your Mutual account.  You agree not to share use of your Mutual account or your password with anyone, and you agree to notify Mutual immediately of any unauthorized use of your account or any other security breach of which you become aware.  If you provide any information that is untrue, inaccurate, or not current, or Mutual suspects that information you have provided is untrue, inaccurate, or not current, Mutual reserves the right to suspend or terminate your account and use of the Service.  Mutual may, but is not obligated to, request documentation from you to verify your identity and/or certain information in your Profile.  If you fail to verify your identity or such information to Mutual’s satisfaction or Mutual suspects that any such information is untrue or inaccurate, Mutual may, but is not obligated to, contact users with whom you have matched in the App or other users of the App to verify your information in addition to its other rights under these Terms.  

3. LICENSES AND PROPRIETARY RIGHTS

3.1.  License to the Service.  Mutual hereby grants you a personal, revocable, limited, non-transferable non-exclusive license to use the features and functions of the Service to download the App onto your mobile device and use the App solely for your personal, non-commercial use.  Furthermore, with respect to any App accessed through or downloaded from the Apple App Store or any similar store or marketplace (each, an “App Store”), you agree to comply with all applicable terms of the relevant App Store (the “App Store Terms”).  All updates and upgrades to the App will be governed by the version of these Terms published by Mutual as of the date you install such update or upgrade.  You acknowledge and agree that Mutual is not obligated to create or provide any support, corrections, updates, upgrades, bug fixes and/or enhancements to or for the Service.

3.2.  License to Your Content. You hereby grant Mutual a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid-up, and fully sublicensable right (including any moral rights) and license to use, store, copy, distribute, publicly perform, communicate to the public, host, stream, publicly display, modify and create derivative works of any and all content, images, videos, and/or other materials you upload or permit to be uploaded to the Service (“Your Content”) for any and all Mutual business purposes, including to operate and provide the Service to Mutual’s end users.  You represent and warrant that you have all rights necessary to grant the rights and licenses granted to Mutual under these Terms.  

3.3.  Proprietary Rights.  As between the parties, (a) you retain all right, title and interest in and to Your Content (including all intellectual property rights embodied therein), and (b) Mutual retains all right, title and interest in and to the Service (including all intellectual property rights embodied therein), including but not limited to all text, content, images, designs, graphics, themes, user interface(s), logos, trademarks, branding, videos, user profiles, and user profile information (including tags and meta data generated when you create your Profile, but excluding Your Content)(collectively, “App Content”), software, and technology.  Neither you nor Mutual grants the other any rights or licenses except as expressly set forth herein.  

3.4.  Feedback.  You may, but are not required to, submit ideas, suggestions, and/or proposals to Mutual regarding the Service (“Feedback”).  Mutual has no obligation to you (including without limitation any obligation of confidentiality) with respect to such Feedback.  You represent and warrant that you have all rights necessary to submit the Feedback.  You hereby grant to Mutual a perpetual, irrevocable, worldwide, non-exclusive, fully paid-up, royalty-free, and fully sublicensable right and license to use, store, copy, distribute, publicly perform, communicate to the public, host, stream, publicly display, modify and create derivative works of, and otherwise exploit in any manner, any and all Feedback, in connection with the operation and maintenance of the Service.

4. USE & RESTRICTIONS

4.1.  Use of the Service. You are permitted to use the Service for lawful purposes solely as provided for in these Terms. You will not, without Mutual’s prior written consent:

  • copy, modify, create derivative works of, retransmit, sell, license, exploit, reuse, repost, broadcast, or otherwise distribute the Service or any App Content;
  • attempt to reverse engineer or decompile any part of the Service, or attempt to derive the source code of the software (including the tools, methods, processes, and infrastructure) that enables or underlies the Service;
  • attempt to gain access to secured parts of the Service that are not generally publicly available;
  • use any manual or automated process to access, search, or gather information from the Service (including without limitation robots, spiders or scripts);  
  • interfere with or disrupt the proper functioning of the Service or any connected servers or networks, or fail to comply with any applicable requirements, policies or guidelines of networks that enable you to use the Service;
  • mirror or frame the Service or any App Content, place pop-up windows or otherwise affect the display of any screens or pages of the Service;
  • use, copy, distribute, modify, or create derivative works of any Mutual logo, trademark, slogan or other branding assets;
  • use any part of the Service or the App Content in any manner that may give a false or misleading impression, attribution or implied statement of Mutual or any other third party;
  • alter, remove or obscure any copyright notice, proprietary legend or other notice included in the Service; or
  • use the Service in any manner to gather competitive information or for purposes of competing directly or indirectly with the Service or for any commercial purpose.

4.2.  Content Transmitted Through the Service.  The Service includes various features that enable you to message other users, display information about yourself, and provide feedback regarding the Service, including in real-time (together with relevant sections of Mutual’s social media sites, “User Messaging”).  With respect to all User Messaging, the following restrictions and obligations apply:

  • Mutual has the right, but not the obligation, to monitor or review any User Messaging at any time for violations of these Terms.  
  • Any opinions, statements, recommendations, offers, advice or other information disseminated through User Messaging are those of their respective users, who are solely responsible and liable for their content.  Mutual reserves the right, in its sole discretion, to remove any content displayed or transmitted through User Messaging.

Additionally, you are expressly prohibited from uploading, displaying, transmitting or otherwise making available any information, messages, or other content that:

  • promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
  • constitutes harassment, intimidation, or disparagement of another person;
  • requests money from, or is intended to defraud other users of the Service;
  • is obscene, pornographic, indecent, lewd, or suggestive;
  • consists of “junk mail” or other unsolicited messaging or “spamming” (or “spimming”, “phishing”, “trolling” or similar activities);
  • promotes commercial activities, promotions, or sales without Mutual’s prior written consent such as contests, sweepstakes, barter, advertising, and pyramid schemes;
  • promotes information that is false or misleading, or promotes illegal activities or conduct that is defamatory, libelous or otherwise objectionable;
  • includes information about another person without that person’s permission, such as images, names, phone numbers, email addresses, mailing addresses, social security numbers, credit card information, or social media account information;
  • is intended to impersonate any person or entity or otherwise misrepresents your affiliation with a person or entity;
  • is intended to solicit information from other users for any purpose other than for which the Service is intended, including but not limited to competing with directly or indirectly with the Service;is intended to induce other users to use any competing app or service;
  • contains restricted or password only access pages, or hidden pages or images (those not linked to or from another accessible page);
  • violates any law or regulation;
  • violates any intellectual property, proprietary, or other rights of any party;
  • restricts or inhibits any other user from full use and enjoyment of the Service, or that may expose Mutual, its users, or any third parties to any harm or liability of any type; or
  • deceives or misleads the recipient about the origin of the information.

Mutual reserves the right in its discretion to revoke your access to the Service at any time with or without notice to you, in the event that you violate any of these Terms.  You agree not to use or attempt to use the Service after your account has been terminated.  If you believe Mutual has made a mistake with terminating your account, you may contact us at: [email protected].

5. INTERACTIONS WITH OTHER USERS

5.1.  Content Provided by Other Users.  The Service contains content provided by other users (“User Content”).  As with Your Content, Mutual is not responsible for and does not control User Content, including the accuracy or completeness of User Content.  You acknowledge and agree that your use of User Content and your interaction with other users through the Service is at your own risk.  We have implemented reporting functionality in the App that can be used to report any violation of these Terms, including in respect of the User Content.  If you believe that another user has violated these Terms, please use the reporting tool in the App to report the violation.

5.2.  Interactions with Other Users.  You are solely responsible for your interactions with other users of the Service.  YOU UNDERSTAND THAT MUTUAL DOES NOT CONDUCT BACKGROUND CHECKS ON ITS USERS OR ATTEMPT TO VERIFY THE ACCURACY OF ANY USER STATEMENTS OR USER-PROVIDED CONTENT.  MUTUAL MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF ITS USERS OR THEIR RELATIONSHIP COMPATIBILITY WITH EACH OTHER.  YOU AGREE THAT MUTUAL WILL NOT BE RESPONSIBLE FOR ANY LIABILITY OR HARM THAT MAY RESULT FROM YOUR INTERACTION WITH OTHER USERS.  

6. IN APP PURCHASES. From time to time, Mutual may offer additional features and services in the App (“in app purchases”).  If you choose to make an in app purchase, you will be prompted to enter details for your account with the mobile platform you are using (e.g., Apple, Android, etc.) (your “IAP Account”), and your IAP Account will be charged for the in app purchase in accordance with the terms disclosed to you at the time of purchase as well as the general terms for in app purchases that apply to your IAP Account. In app purchases may include a free trial period.  At the end of the free trial period, you will be charged the price of the subscription and will continue to be charged until you cancel your subscription.  To avoid any charges, you must cancel before the end of the trial period.  If you purchase an auto-recurring periodic subscription through an in app purchase, your IAP Account will be billed continuously for the subscription until you cancel in accordance with the platform terms.  In all cases, please refer to the terms of your mobile platform which apply to your in app purchases.

7.  THE SERVICE IS OPERATED FROM THE UNITED STATES

The Service is hosted by servers located in the United States.  Using the Service may be prohibited or restricted in certain other countries.  If you use the Service from outside of the United States, you are responsible for complying with the laws and regulations of the applicable territory.  Without limiting the foregoing, if you attempt to use the Service from a physical location in the European Union, Asia, or any other region with laws or regulations governing personal data collection, use, and disclosure that differ from United States laws, please be advised that through your continued use of the Service, which is governed by U.S. law and these Terms (including the Mutual Privacy Policy), (a) you are transferring your personal information to the United States; and (b) you consent to such transfer; the application of the laws of the United States and the State of Utah with respect to any dispute arising from or related to the Privacy Policy and your use of the Service; and the exclusive jurisdiction of the courts of the United States and the State of Utah.  

8. NO AFFILIATION WITH LDS CHURCH

THE SERVICE OFFERED BY MUTUAL IS NEITHER MADE, PROVIDED, APPROVED NOR ENDORSED BY INTELLECTUAL RESERVE, INC. OR THE CHURCH OF JESUS CHRIST OF LATTER-DAY SAINTS.  ANY CONTENT OR OPINIONS EXPRESSED, IMPLIED OR INCLUDED IN OR WITH THE GOODS (SERVICES) OFFERED BY MUTUAL ARE SOLELY THOSE OF MUTUAL AND NOT THOSE OF INTELLECTUAL RESERVE, INC. OR THE CHURCH OF JESUS CHRIST OF LATTER-DAY SAINTS.

9. OTHER DISCLAIMERS

THE SERVICE IS PROVIDED TO YOU “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.  SHOULD APPLICABLE LAW NOT PERMIT THE FOREGOING EXCLUSION OF EXPRESS OR IMPLIED WARRANTIES, THEN MUTUAL HEREBY GRANTS THE MINIMUM EXPRESS OR IMPLIED WARRANTY REQUIRED BY SUCH APPLICABLE LAW.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MUTUAL, ITS EMPLOYEES, AGENTS OR ANY OTHER PERSONS WILL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS SECTION.  ADDITIONALLY, MUTUAL DOES NOT MAKE ANY WARRANTIES THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE OR ERROR FREE OR THAT YOUR USE OF THE SERVICE WILL MEET YOUR EXPECTATIONS, OR THAT THE SERVICE, CONTENT, OR ANY PORTION THEREOF, IS CORRECT, ACCURATE, OR RELIABLE.  MUTUAL RESERVES THE RIGHT TO CHANGE ANY PART OF THE SERVICE AT ANY TIME WITHOUT NOTICE TO YOU.

10. LIMITATION OF LIABILITY

YOUR USE OF THE SERVICE IS AT YOUR OWN RISK.  NEITHER MUTUAL NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR OTHER REPRESENTATIVES WILL BE LIABLE FOR ANY DAMAGES, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME, PROFIT OR GOODWILL, LOSS OF OR DAMAGE TO PROPERTY AND CLAIMS OF THIRD PARTIES ARISING OUT OF YOUR USE OF THE SERVICE OR ARISING OUT OF ANY ACTION TAKEN IN RESPONSE TO OR AS A RESULT OF ANY CONTENT OR OTHER INFORMATION AVAILABLE ON THE SERVICE, HOWEVER CAUSED, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PROPRIETARY RIGHTS INFRINGEMENT, PRODUCT LIABILITY OR OTHERWISE.  THE FOREGOING WILL APPLY EVEN IF MUTUAL WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IF YOU BECOME DISSATISFIED IN ANY WAY WITH THE SERVICE OR THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP USING THE SERVICE.  YOU HEREBY WAIVE ANY AND ALL CLAIMS AGAINST MUTUAL AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES AND LICENSORS ARISING OUT OF YOUR USE OF THE SERVICE.  BECAUSE SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF DAMAGES, THESE PROVISIONS MAY NOT APPLY TO YOU.  IF ANY PORTION OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF MUTUAL AND ITS AFFILIATES WILL NOT EXCEED THE TOTAL AMOUNT THAT YOU HAVE PAID TO MUTUAL TO USE THE SERVICE DURING THE TWELVE (12) MONTHS PRECEDING THE DATE THE LIABILITY AROSE.  THIS LIMITATION OF LIABILITY IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND MUTUAL, AND REFLECTS A FAIR ALLOCATION OF RISK.  YOU ACKNOWLEDGE AND AGREE THAT THE SERVICE WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATION OF LIABILITY AND YOU AGREE THAT SUCH LIMITATION OF LIABILITY, DISCLAIMERS AND EXCLUSIVE REMEDIES HEREIN WILL SURVIVE EVEN IF FOUND TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE.

11. DIGITAL MILLENNIUM COPYRIGHT ACT

Mutual is committed to respecting and protecting the legal rights of copyright owners in accordance with the Digital Millennium Copyright Act (Section 512(c)(3) of the DMCA (17 U.S.C. § 512 et seq.)).  If you believe any content infringes your intellectual property rights, please submit a notice to us describing such infringement (a “DMCA Takedown Notice”) with the following information:

  • A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
  • Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works;
  • Identification of the material claimed to be infringing or to be the subject of infringing activity and that is to be removed or access disabled and information reasonably sufficient to permit the service provider to locate the material;
  • Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, email address;
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
  • A statement that, under penalty of perjury, the information in the notification is accurate and you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.

Any DMCA Takedown Notice should be sent to: [email protected].  You acknowledge that for Mutual to be authorized to takedown any content, your DMCA Takedown Notice must comply with all of the requirements of this Section.

12. TERMINATION

Mutual may suspend or block your use of the Service without notice if there has been a violation of these Terms, as determined by Mutual in its sole discretion.  Your right to use the Service will end once your account is terminated, and any data you have stored on the Service may be unavailable later, unless Mutual is required to retain it by law.  You may delete your account through the App at any time.  Mutual is not responsible or liable for any records or information that is made unavailable to you as a result of such deletion.  YOU AGREE THAT MUTUAL WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE SERVICE.  Any limitation on liability that favor Mutual will survive the expiration or termination of these Terms for any reason.

13. ARBITRATION AGREEMENT; CLASS WAIVER OF TRIAL BY JURY:

Please read this Section carefully.  It is part of your contract with Mutual and affects your rights.  It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

13.1.  Mandatory Binding Arbitration. Except as otherwise set forth in this Section 12, the exclusive means of resolving any dispute or claim arising out of or relating to these Terms (including any alleged breach thereof) or the Service shall be binding arbitration administered by the American Arbitration Association (“AAA”)(this “Arbitration Agreement”).  You may not under any circumstances commence or maintain against Mutual any class action, class arbitration, or other representative action or proceeding.    

13.2  Notice Requirement and Informal Dispute Resolution. Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief.  Any Notice for Mutual should be sent via email to Mutual at: [email protected].  After the Notice is received, you and Mutual may attempt to resolve the claim or dispute informally.  If you and Mutual do not resolve the claim or dispute within 30 days after the Notice is received, either party may begin an arbitration proceeding.  The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.  

13.3.  Arbitration Rules.  Arbitration shall be conducted in accordance with the AAA’s Consumer Arbitration Rules.  The AAA’s Consumer Arbitration Rules shall govern all aspects of this arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with these Terms.  The AAA Consumer Arbitration Rules are available online at www.adr.org or by calling the AAA at 1-800-778-7879.  The arbitration shall be conducted by a single, neutral arbitrator who is a lawyer with at least 15 years of experience handling contractual disputes.  The arbitrator shall be selected by mutual agreement of the parties, or, if the parties cannot agree, then by striking from a list of arbitrators supplied by AAA.  The place of the arbitration shall be Salt Lake City, Utah.  Any claims or disputes where the total amount of the award sought is less than $10,000.00 USD may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief.  For claims or disputes where the total amount of the award sought is $10,000 USD or more, or if injunctive relief is sought, the right to a hearing may be demanded by either party.  Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.  The cost of the arbitration including the arbitrator and administrative fees shall be borne equally by each party, and each party shall be responsible for its own expenses and attorneys’ fees and costs.  

13.4. Non-appearance Based Arbitration. If non-appearance arbitration is elected, the arbitration shall be conducted by telephone, online and/or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration.  The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties.

13.5.  Time Limits. If you or Mutual pursue arbitration, the arbitration action must be initiated and/or demanded within the statute of limitations (i.e., the legal deadline for filing a claim) and within any deadline imposed under the AAA Consumer Arbitration Rules for the pertinent claim.

13.6.  Authority of Arbitrator.  If arbitration is initiated, the arbitrator will decide the rights and liabilities, if any, of you and Mutual, and the dispute will not be consolidated with any other matters or joined with any other cases or parties.  The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the AAA’s Consumer Arbitration Rules, and these Terms.  The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded.  The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have.  The award of the arbitrator is final and binding upon you and Mutual.  

13.7.  Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement.  Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in court and are subject to very limited review by a court.  In the event any litigation should arise between you and Mutual in any state or federal court in a suit to vacate or enforce an arbitration award, to avoid arbitration, or otherwise, YOU AND MUTUAL WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.  You agree that any such litigation shall only be heard in a state or federal court in Salt Lake City, Utah.  

13.8.  Waiver of Class or Consolidated Actions.  ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.

13.9.  Confidentiality. All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be strictly confidential. The parties agree to maintain confidentiality unless otherwise required by law.  This Section shall not prevent a party from submitting to a court of law any information necessary to enforce these Terms, to enforce an arbitration award, or to seek injunctive or equitable relief.  

13.10.  Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration.  A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.

13.11.  Claims Not Subject to Arbitration.  Notwithstanding the foregoing, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party’s intellectual property rights shall not be subject to this Arbitration Agreement.  

14. GOVERNING LAW AND VENUE

Any claim or dispute between you and Mutual that arises in whole or in part from your use of the Service or in connection with the Privacy Policy will be governed by the laws of the State of Utah, without any regard to any conflicts of law provisions.  In any circumstances where the Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located in Salt Lake City, Utah, for such purpose, and waive any objection based on inconvenient forum.  The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

15. INDEMNITY BY YOU

You agree to indemnify and hold Mutual and its directors, officers, employees, agents, and contractors harmless from any loss, liability, claim, or demand, including reasonable attorney's fees, made by any third party arising out of your breach of or failure to comply with these Terms (including any breach of your representations and warranties contained herein), any of Your Content, and your violation of any law or regulation.  Mutual reserves the right to assume the exclusive defense and control of any matter that is subject to indemnification by you, in which event you will fully cooperate with Mutual in connection therewith.

16.  MODIFICATIONS TO THE SERVICE

Mutual reserves the right at any time to modify or discontinue, temporarily or permanently, any or all parts of the Service with or without notice.  You agree that Mutual shall not be liable to you or any third party for any modification, suspension or discontinuance of the Service.  To protect the integrity of the Service, Mutual reserves the right at any time in its sole discretion to block users from using the Service.

17.  EXPORT CONTROL

You acknowledge and agree that the Service is subject to the export control laws and regulations of the United States.  You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer the Service, either directly or indirectly, to any country in violation of such laws and regulations.

18. NOTICES  

Mutual may provide you with notices using any reasonable means now known or hereafter developed, including by email, text message or App-based messages or notifications.  Such notices may not be properly routed to or received by you if you use the Service in an unauthorized manner.  You agree that you are deemed to have received any notices that would have been delivered had you used the Service as permitted under these Terms. You consent to receiving communications from Mutual in electronic form, and agree that these Terms and all notices, disclosures, additional terms and conditions, and other communications that Mutual provides to you electronically satisfy any legal requirement that such communications would satisfy if they were made in writing.  

19. MISCELLANEOUS

These Terms, including the Mutual Privacy Policy and any additional terms disclosed and agreed to by you if you purchase or use additional features or services we offer through the Service, contains the entire agreement between you and Mutual regarding your use of the Service.  You agree that your online account is non-transferable and all of your rights to your profile or contents within your account terminate upon your death.  No agency, partnership, joint venture or employment is created as a result of these Terms and you may not make any representations or bind Mutual in any manner.  These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Mutual without restriction.  Mutual’s failure to enforce any provision of these Terms will not be deemed a waiver of such provision nor of the right to enforce such provision.  If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the Arbitration Agreement, warranty disclaimers or liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms will continue in effect.  

20. QUESTIONS, COMMENTS AND FEEDBACK

If you have any questions, comments, or other feedback regarding the Service, please feel free to contact us at: [email protected].  

Terms of Service

Last updated on: June 30, 2017