Welcome to www.cardgo.com (the "Site"). Please read these Terms of Service (the "Terms" or Agreement ) carefully because they govern your use of our Site and the buying and selling closed loop gift and stored value cards and related services. To make these Terms easier to read, the Website, our Mobile Application, and our services are collectively referred to as the "Services"
CardGo, LLC and our affiliates or subsidiaries (collectively “CardGo,” “we,” “us,” or “our”) is a financial technology and e-commerce software platform that enables consumers to buy and sell their closed loop gift and stored value cards.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS. THE SERVICES ARE INTENDED SOLELY FOR PERSONS LOCATED IN THE UNITED STATES WHO ARE 18 YEARS OLD OR OLDER. BY ACCESSING OR USING THE SERVICES, YOU REPRESENT AND WARRANT THAT YOU ARE A PERSON LOCATED IN THE UNITED STATES (AND NOT LOCATED IN A COUNTRY THAT IS SUBJECT TO A UNITED STATES GOVERNMENT EMBARGO OR HAS BEEN DESIGNATED BY THE UNITED STATES GOVERNMENT AS A “TERRORIST SUPPORTING” COUNTRY, 18 OR OLDER, AND YOU ARE NOT LISTED ON ANY UNITED STATES GOVERNMENT LIST OF PROHIBITED OR RESTRICTED PARTIES. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU DO NOT HAVE THE RIGHT TO ACCESS OR USE THE SERVICES, OR CONTENT THEREIN. IF YOU ACCEPT OR AGREE TO THESE TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND THAT COMPANY OR OTHER LEGAL ENTITY TO THESE TERMS AND, IN SUCH EVENT, “YOU” AND “YOUR” WILL REFER AND APPLY TO THAT COMPANY OR OTHER LEGAL ENTITY.
PLEASE BE AWARE THAT THESE TERMS, BELOW, CONTAIN PROVISIONS GOVERNING HOW CLAIMS THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS. PLEASE CLICK HERE TO NAVIGATE TO INSTRUCTIONS ON HOW TO OPT-OUT.
We may modify the Terms at any time, at our sole discretion. If we do so, we will let you know either by posting the modified Terms on the Site or through other communications. It's important that you review the modified Terms because if you continue to use the Services after we've let you know that the Terms have been modified, you are indicating to us that you agree to be bound by the modified Terms. If you don't agree to be bound by the modified Terms then you may no longer use the Services. Because our Services are evolving over time, we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
If you want to use the Services, you will have to create an account. When you present a gift card for sale, you may be asked to provide additional information to validate the gift card or further authenticate your identity. You agree to provide us with accurate, complete and up-to-date information. Information you supply to us will be User Content governed by these Terms (see Content Ownership, Responsibility and Removal, below).
You can also create an account by logging into your account with certain third-party social networking sites ("SNS") (including, but not limited to, Facebook). You may only use SNS log-in if you have authority over that SNS account, and if your use of the SNS log-in will not violate the terms of use of the SNS. If you do create an account using your SNS site, we will access your SNS contacts and profile to autofill forms and to identify fraudulent transactions.
By becoming a customer, you confirm that the information provided to us is true and that you agree to abide by the Terms and Conditions of use of this site. Please note that your account can be canceled without notice if it is determined that false or misleading information has been provided, the Terms and Conditions of use have been violated, or other abuses have occurred as determined by CardGo in its sole discretion. If the account has been revoked, CardGo reserves the right to refuse application or readmission to the account.
USA PATRIOT Act Notice
Important information about procedures for using the Services under the USA PATRIOT Act of 2001: To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies each person who transacts on our Services. What this means for you: When you use our Services, we will ask for your name, address, date of birth, and other information that will allow us to identify you. We may also ask to see a form of identification with your photograph or other identifying documents.
You authorize us, and other third parties used by us, to make any inquiries that us and our third parties may deem appropriate to verify your identity. This may include asking you for additional information, asking you to take steps to verify your control over the telephone numbers, email addresses, or financial accounts you identify, obtaining a credit report, or consulting other databases or sources.
We have no obligation to provide the Services to anyone. We will, at our exclusive and sole discretion, initiate the Services if we determine that our requirements have been satisfied. We have the right to require you to supply any information we believe is necessary for us to determine whether we wish to proceed with a transaction. We can refuse to provide the Services for any lawful or no reason, in our sole discretion.
The Services only apply, at our discretion, to "gift card(s)" or "card(s)" when used on this site refers to physical plastic cards, paper gift certificates, gift card numbers with or without PIN numbers in a digital form, whether originally purchased for personal use or for gifts, issued as a refund for returned merchandise (or for any reason) in the form of a merchandise credit, or any combination of these options, which at the time of sale, are accepted by the issuing retailer in the form they are sold by CardGo.
We will use information supplied by you to determine, in our sole discretion, if we will provide the Services. When you initiate a transaction, in addition to other identification measures, we may place a temporary hold (“Hold”) on the funds on your gift card for the transaction amount indicated by you at the time you submitted the transaction to us. Until your transaction is reviewed, the funds subject to the Hold will not be available to you for other purposes. In the event either you or we decide not to consummate a transaction, the Hold will be canceled, and funds will be returned to your card within approximately 5 business days or when the transaction clears, whichever comes first. If for some reason we cannot cancel the Hold on the card, we will contact you within 5 business days to arrange a refund for the original transaction amount less processing and delivery fees.
If we decide to provide the Services, you can elect to receive payment for the purchase by an ACH bank account transfer ("direct deposit"), or Instant Transfer to an eligible debit card linked to a bank account, as long as you supply the necessary account information. We will not send payments to any wallet, bank account, or debit card that is not yours, or to any third party on your behalf, at your direction or otherwise.
If for any reason the account information provided to us is incorrect and we receive a return payment for an attempted transaction, we will contact you within 5 business days after we receive the return payment to arrange payment to the correct account. We will not be responsible for any delay caused by your failure to provide correct account information in a timely fashion. We will not be responsible if your financial institution fails to credit an account you provide. You will be charged an additional $1.50 delivery fee for resending payment, as there are additional costs incurred by us to resend the payment.
CardGo is not liable in the event that the issuing merchant of the gift card declines to accept it upon declaring bankruptcy, or because of changes to its gift card acceptance policy.
If you dispute a transaction or believe a transaction was not authorized, please contact us at support@cardgo.com , and provide proof of ownership of the card. If we confirm you own the card and that the transaction was not authorized, we will either stop the transaction or, if payment was sent, we will debit the account that received the payment. If you believe a transaction was fraudulent and wish to file a complaint with law enforcement, we will share the fraudulent account information with law enforcement.
Your Transaction may be delayed by our effort to verify your identity and validate your payment instruments and otherwise comply with laws or manage our risk. You may be entitled to a refund in certain circumstances and you may cancel your transaction at any time while it is pending by contacting our support team at support@cardgo.com.
We may block or reverse transactions in our sole discretion and for any reason, including cases where we suspect fraud or suspicious activity. CardGo reserves the right to refuse any order placed. Additionally, if there was a mistake in the price of an order or coupon applied, CardGo reserves the right to notify the customer to pay the difference or cancel the order. CardGo reserves the right to cancel the order at any time.
Due to the nature of our online site, and the products listed, we CardGo have a strict NO RETURN policy for any product. No product shall be able to be returned for a like item, or for a cash refund. Additionally, orders cannot be canceled once the order has been placed.
Goods Not As Described 45 Day Return Policy.If a gift card turns out to be a fraudulent card and is canceled by the merchant or if there is any other balance discrepancy, the customer must contact us within 45 days of the purchase. We will then investigate the matter. If CardGo determines that the balance discrepancy was not a result of the customer's use of the card, it will either replace the card or refund the purchase. Prior to receiving a refund or a replacement, the customer must return any physical cards to CardGo via an authorized trackable shipping company. CardGo will only honor returns that fall into this category for claims made within 45 days of the purchase. Claims made after 45 days of the purchase date will not be refunded even if the balance discrepancy or cancellation occurred within the 45 day period. The claim must be emailed to support@cardgo.com. Please keep a copy of the time stamp and submission for your records. After 45 days, CardGo shall not be responsible for any balance discrepancy or cards canceled by a merchant.
General. We may refuse any Transaction or limit the amount to be transferred, either on a per transaction or aggregated basis. These limits may be imposed on individual accounts or linked accounts. We reserve the right at any time to modify or discontinue all or any part of the Service.
Daily Customer Purchase Limits. Minimum purchase is $5, and purchase limit is $1000/day. CardGo will decline purchases outside these limits.
Daily Customer Sale Limits. Minimum balance is $20, and sale limit is $300/day. CardGo will decline sales outside these limits.
Unauthorized Transactions. You may not use the Service in violation of these Terms or applicable laws, rules or regulations. It is a violation of these Terms to use the Service for any of the following: child pornography, gambling activities, fraud, money-laundering, the funding of terrorist organizations, or the purchase or sale of tobacco, firearms, prescription drugs, or other controlled substances; or to send money to a Recipient that has violated the User Agreement; or to make payments that are otherwise illegal under applicable law. If you use the Service in connection with illegal conduct, we will report you to law enforcement. The Service may not be used for commercial payments.
No Changes. We generally do not let you change the details of your Transaction once it has been submitted to us for processing. It is your responsibility to make sure your Transaction details are accurate.
US Dollar Transactions Only. All transactions will be made in U.S. dollars. You may not submit transactions in any other currency.
In no event shall we, or our independent contractors, or other third parties to whom we assign or delegate rights or responsibilities, be liable for any claims or damages resulting from your scheduling of prohibited Payments.
You agree that you are independently responsible for complying with all applicable laws in all of your activities related to your use of the Service, regardless of the purpose of the use, and for all communications you send through the Service. We have the right, but not the obligation, to monitor and remove content that we find in our sole discretion to be objectionable in any way.
All resolution for any misapplied, mis-posted or misdirected prohibited payments will be your sole responsibility and not ours. We have no obligation to research or resolve any claim resulting from a prohibited payment or a payment that we reject, block, or reverse.
You acknowledge that some or all the Services may be provided by one or more Service Providers, where any Service Provider is a third party to this agreement. This Agreement is between you and CardGo, not the Service Provider. To use the Services, you may also be required to agree to be bound by terms and conditions specified by the Service Provider. You represent and warrant to CardGo that as a condition of using the Services you will abide by any required terms and conditions specified by the Service Provider.
In addition to other disclaimers and exclusions contained in this Agreement, CardGo expressly disclaims to the maximum extent permitted by law: (i) any and all liability related to the Services involving “content,” as defined in the Content and Content Rights and Content Ownership, Responsibility and Removal sections herein, which belongs to Service Provider; (ii) any and all liability related to maintenance or support with respect to the Services provided by Service Provider; and (iii) any and all lability related to claims with respect to product liability, intellectual property rights, consumer protection, privacy, or failure to conform to any applicable legal or regulatory requirement involving Service Provider's conduct or content.
By using our transactions services to send funds via the Automated Clearing House (“ACH”) from your linked bank account(s) to your deposit account, investment account (as applicable), platform or a third party, you authorize us to debit the bank account indicated by you for the amount of your transaction if your transaction is disputed or deemed to violate our Terms of Service. You understand that because this will be an electronic transaction, and funds may be withdrawn from your account as soon as the transaction date. You will not dispute the platform or bank debiting your account, so long as the transaction corresponds to the terms indicated in the transaction form provided to you.
By providing CardGo with your credit card information you authorize CardGo to submit that information to a secure credit card processor and/or secure credit card gateway provider. Additionally, if you elect to allow CardGo to store your credit card information for future use, CardGo may securely store it with a secure credit card processor and/or secure credit card gateway provider.
By using our transactions services and providing CardGo with your credit card information, you authorize us to debit or charge the card indicated by you for the amount of your transaction if your transaction is disputed or deemed to violate our Terms of Service. You understand that because this will be an electronic transaction, funds may be withdrawn from your account as soon as the transaction date. You will not dispute the platform or bank debiting your account, so long as the transaction corresponds to the terms indicated in the transaction form provided to you.
Payments. You represent and warrant that if you are purchasing something from us or from our Merchants that (i) any credit card information you supply is true, correct and complete, (i) charges incurred by you will be honored by your credit card company, and (iii) you will pay the charges incurred by you at the posted prices, including any shipping fees and applicable taxes.
We review account and transaction activity at various times. This review checks for, among other things, suspicious or illegal activity, and whether your account activity complies with the Terms of Service. In connection with our review process, you may be required to provide us with additional information and/or documentation to verify your identity. We may limit your account until verification is completed.
Reviews may result in:
We welcome feedback, comments and suggestions for improvements to the Services ( "Feedback" ). You can submit Feedback by emailing us at support@cardgo.com. If you provide us any Feedback, you agree that we may use, copy, modify, display, create derivative works of and otherwise deploy the Feedback for any purpose, without restriction and without any payment of any kind to you or any third party.
Please refer to our Privacy Policy, for information on how we collect, use and disclose information from our users.
For purposes of these Terms: (i) "Content" means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and (ii) "User Content" means any Content you provide during use of the Services.
CardGo does not claim any ownership rights in any User Content that you make available through the Services and nothing in these Terms will be deemed to restrict any rights that you may have to use and deploy your User Content. Subject to the foregoing, CardGo and its licensors exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
Your use of the Services does not grant or transfer to you any ownership or other rights in the Services or Content, and except as expressly provided, nothing herein or within the Services shall be construed as conferring on you or any other person any license under any of CardGo’s, or any third party’s intellectual property rights. Any rights not expressly granted to you in this Agreement are expressly reserved by CardGo. For greater certainty, you agree that you will not take any action that is inconsistent with CardGo’s ownership of any portion or all of the Services and Content, or any third party’s ownership of any portion or all of the Content. You are hereby expressly prohibited from removing any proprietary notice of CardGo, or any third party, from any copy of the Services or Content.
Rights in User Content Granted by You
If you submit, transmit, distribute or otherwise make available any User Content to CardGo, through the Site, the Services, by email or by any other means, you grant to CardGo a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, which includes rights to sublicense, use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such User Content on, through, or by means of or to promote or market the Services. You represent and warrant that: (i) you either (a) are the sole and exclusive owner of all User Content that you make available to CardGo or (b) you have all rights, licenses, consents and releases that are necessary to grant to CardGo the rights to the User Content as contemplated under these Terms; and (ii) neither the User Content nor your submission or transmittal of the User Content or CardGo use of the User Content (or any portion thereof) will result in the violation of any applicable law or regulation or infringe upon, misappropriate, or violate a third party's intellectual property rights of any kind, moral rights, other proprietary rights, or rights of publicity or privacy.
Rights in Content Granted by Us
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable license to download, view, copy, display and print the Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes.
In connection with your use of our Site and Services, you may not, and you agree that you will not, do any of the following:
CardGo will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law.
CardGo may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. CardGo may access, preserve and disclose any information if we are required to do so by law, or if we believe in good faith that it is reasonably necessary to (i) respond to claims asserted against CardGo or to comply with legal process (for example, subpoenas or warrants), (ii) enforce or administer our agreements with users, such as these Terms, (iii) for fraud prevention, risk assessment, investigation, customer support, product development and debugging purposes, or (iv) protect the rights, property or safety of CardGo, the users, or members of the public. You acknowledge that CardGo has no obligation to monitor your access to or use of the Site, Services or Content, but has the right to do so for the purpose of operating and improving the Site and Services (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes), to ensure your compliance with these Terms, to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body, or to respond to content that it determines is otherwise objectionable or as set forth in these Terms. CardGo reserves the right, at any time and without prior notice, to remove or disable access to any Content that CardGo, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site or Services.
It is CardGo's policy to terminate user privileges of any user who repeatedly infringes copyright upon prompt notification to CardGo by the copyright owner or the copyright owner's legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Services in a way that constitutes copyright infringement, please provide our Copyright Agent list below with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on Services of the material that you claim is infringing; (4) your address, telephone number and email address; (5) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. Contact information for CardGo's Copyright Agent for notice of claims of copyright infringement is as follows: CardGo, Attn: Copyright Agent, PO Box 2407, Birmingham AL 35201.
The Services may contain links to third party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such sites. You acknowledge sole responsibility for, and assume all risk arising from, your use of any third-party websites or resources.
We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. Upon any termination, discontinuation or cancellation of Services, all provisions of these Terms which by their nature should survive will survive, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions.
IF YOU CHOOSE TO USE THE SITE, SERVICES OR CONTENT, YOU DO SO AT YOUR SOLE RISK. THE SITE, SERVICES AND CONTENT ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, OR STATUTORY. WITHOUT LIMITING THE FOREGOING, CARDGO EXPLICITLY DISCLAIMS ANY WARRANTIES OR WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. CARDGO MAKES NO WARRANTY THAT THE SITE, SERVICES AND CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. CARDGO MAKES NO WARRANTY REGARDING THE QUALITY OF THE SERVICES OR CONTENT, OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY SERVICES OR CONTENT OBTAINED THROUGH THE SITE OR SERVICES.
SERVICES ARE OFFERED IN JURISDICTIONS WHERE THEY MAY BE LEGALLY OFFERED. THE SERVICES AND THE INFORMATION OFFERED THROUGH THEM ARE NOT OFFERED TO ANYONE IN ANY JURISDICTION IN WHICH SUCH AN OFFER CANNOT LEGALLY BE MADE, OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH AN OFFER.
You agree to defend, indemnify and hold harmless CardGo and its affiliates, subsidiaries and contractors, and their respective officers, representatives, directors, employees, and agents (the “CardGo Parties”), from and against any claims, liabilities, damages, injuries, losses, and expenses (compensatory, direct, incidental, consequential or otherwise), including, without limitation, reasonable legal and accounting fees and expenses, arising out of or in any way connected with (a) your access to or use of the Site, Services, or Content or your violation of these Terms; or (b) your User Content.
You hereby release the CardGo Parties from claims, demands, any and all losses, damages, rights and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the Site and Services. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage, for any unconscionable commercial practice by any of the CardGo Parties or for such party's fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Site or Services.
NEITHER CARDGO NOR ITS SUPPLIERS WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT YOU HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
IN NO EVENT WILL CARDGO'S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED ONE HUNDRED DOLLARS ($100), PROVIDED THAT NOTHING HEREIN SHALL LIMIT THE OBLIGATION OF CARDGO TO PAY YOU FOR THE BALANCE ON A GIFT CARD PURCHASED FROM YOU BY CARDGO. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN CARDGO AND YOU.
Governing Law
These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions.
Agreement to Arbitrate
You and CardGo agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services or Content (collectively, "Disputes" ) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) 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 (the action described in the foregoing clause (ii), an "IP Protection Action" ). The exclusive jurisdiction and venue of any IP Protection Action will be the state and federal courts located in the Northern District of California and each of the parties hereto waives any objection to jurisdiction and venue in such courts. You acknowledge and agree that you and CardGo 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. Further, unless both you and CardGo otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this "Dispute Resolution" section will be deemed void. Except as provided in the preceding sentence, this "Dispute Resolution" section will survive any termination of these Terms.
Arbitration Rules
The arbitration will be administered by the American Arbitration Association ( "AAA" ) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the "AAA Rules" ) then in effect, except as modified by this "Dispute Resolution" section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
Arbitration Process
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 at https://www.adr.org/sites/default/files/Consumer_Demand_for_Arbitration_Form_3.pdf and a separate form for California residents at https://www.adr.org/sites/default/files/Consumer_Demand_for_Arbitration_Form_1.pdf The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA's roster of 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.
Arbitration Location and Procedure
Unless you and CardGo otherwise agree, the arbitration will be conducted in San Francisco County. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that you and CardGo 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.
Arbitrator's Decision
The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator's award of damages must be consistent with the terms of the "Limitation of Liability" section above as to the types and amounts of damages for which a party may be held liable. 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. The arbitrator will have the authority to award attorney's fees to the prevailing party in the arbitration award.
Fees
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules.
30-Day Right to Opt Out
You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the following address: PO Box 2407, Birmingham AL 35201, or by email to support@cardgo.com within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your CardGo username (if any), the email address you used to set up your CardGo account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of these Terms will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with CardGo.
Changes
Notwithstanding the provisions of the "Changes to Terms or Services" section above, if CardGo changes this "Dispute Resolution" section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to support@cardgo.com ) within 30 days of the date such change became effective, as indicated in the "Last Updated" date above or in the date of CardGo's email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and CardGo in accordance with the provisions of this "Dispute Resolution" section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
Entire Agreement. These Terms constitute the entire and exclusive understanding and agreement between CardGo and you regarding the Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between CardGo and you regarding the Services and Content. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
No Assignment. You may not assign or transfer these Terms, by operation of law or otherwise, without CardGo's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. CardGo may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Notices. Any notices or other communications provided by CardGo under these Terms, including those regarding modifications to these Terms, will be given: (i) by CardGo via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted. All notices to CardGo will be sent to the address or e-mail address set forth below (or to such other address, e-mail address, or person as CardGo by designate by written notice): CardGo PO Box 2407 Birmingham, AL 35201 support@cardgo.com
No Waiver. CardGo's failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of CardGo. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
Severability. If the application of any provision or provisions of these Terms to any particular facts or circumstances is held to be invalid or unenforceable by any court of competent jurisdiction, then (a) the validity and enforceability of such provision or provisions as applied to any other particular facts or circumstances and the validity of other provisions of these Terms will not in any way be affected or impaired thereby, and (b) such provision or provisions will be reformed without further action by the parties hereto and only to the extent necessary to make such provision or provisions valid and enforceable when applied to such particular facts and circumstances, except where otherwise expressly provided above.
Relationship of the Parties. These Terms will not be construed as creating an agency, partnership, joint venture or any other form of association, for tax purposes or otherwise, between the parties; neither party nor its agents have any authority of any kind to bind the other party in any respect whatsoever. For clarity, nothing in these Terms prevents CardGo from using subcontractors in connection with provision of the Services and you agree that CardGo may use such subcontractors.
Termination. This Agreement may be terminated by either party at any time upon written notice to the other party. Upon termination of this Agreement, CardGo will be obligated to honor only the discounts issued prior to the date of termination.
Entire Agreement. This Agreement contains the entire Agreement of the parties hereto, and no modifications, amendments, changes, or discharges or any term or provision of this Agreement shall be valid or binding unless the same is in writing and signed, either manually or electronically, by all of the parties hereto.
No Waiver. No waiver of any of the terms of this Agreement shall be valid unless signed by the party against whom such waiver is asserted. In the event any provision contained in this Agreement shall be breached by any party and thereafter waived by the other party or parties, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other breach hereunder.