Terms & Conditions

Terms & Conditions

ZipStored

Terms of Service for Customers

 

Last updated: November 25, 2019

 

Welcome to ZipStored.  ZipStored is an independent platform that connects customers (the “Customers” or “you”) that need to store goods and other related services, including handling, packaging and delivery and other related services (as modified from time to time, the “Warehousing Services”) to find a warehouse (the “Warehouse”) that is available to provide such Warehousing Services. The website at www.zipstored.com and any other websites relating to the Warehousing Services (the “Site”), and the web and mobile Warehouse applications (the “Applications”) and the various other related services, features, functions, software, applications, websites and networks (together with the Site, the Applications and the Warehousing Services, collectively the “ZipStored Services”) are provided and operated, and are being made available to you and the other Warehouses and Customers, and the other users of any of the ZipStored Services (collectively, “Users”) by ZipStored, Inc. (“ZipStored”, “us” or “we”). All defined terms used herein shall have the meanings prescribed to these terms in these Terms of Service.

 

IMPORTANT! THESE TERMS OF SERVICE (“TERMS”) GOVERN YOUR USE OF THE SITE, THE APPLICATIONS, THE WAREHOUSING SERVICES AND THE OTHER ZIPSTORED SERVICES. IF YOU ARE AGREEING TO THESE TERMS ON BEHALF OF YOUR ORGANIZATION, REFERENCES TO “YOU” OR “YOUR” SHALL MEAN YOU, YOUR ORGANIZATION, AND ANY OTHER USER ACCESSING AND USING THE ZIPSTORED SERVICES ON BEHALF OF SUCH ORGANIZATION. BY CLICKING “I AGREE”, DOWNLOADING, USING, CONFIGURING OR ACCESSING THE SITE, THE APPLICATIONS, THE WAREHOUSING SERVICES OR ANY OF THE OTHER ZIPSTORED SERVICES OR OTHERWISE SIGNIFYING YOUR ACCEPTANCE OF THESE TERMS, YOU REPRESENT AND WARRANT THAT (A) YOU ARE AUTHORIZED TO ENTER THESE TERMS OF SERVICE FOR AND ON BEHALF OF YOURSELF (AND YOUR ORGANIZATION), AND ARE DOING SO, (B) YOU (AND YOUR ORGANIZATION) CAN LEGALLY ENTER INTO THESE TERMS AND (C) YOU HAVE READ AND UNDERSTAND AND AGREE THAT YOU (AND YOUR ORGANIZATION) AND EACH USER SHALL BE BOUND BY THESE TERMS OF SERVICE AND ZIPSTORED’S PRIVACY POLICY (HTTP://WWW.ZIPSTORED.COM/PRIVACY/)(THE “PRIVACY POLICY”) AND ALL MODIFICATIONS AND ADDITIONS PROVIDED FOR. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE OR THE PRIVACY POLICY, PLEASE DO NOT USE ANY OF THE ZIPSTORED SERVICES.

 

These Terms contain an Arbitration provision which will, with limited exception, require you to submit disputes you have against ZipStored to binding and final arbitration. You will only be permitted to pursue claims against ZipStored on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding; and you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.

 

1.         Eligibility.

To access and use the Site, the Applications, the Warehousing Services and the other ZipStored Services, you must be at least 18 years of age. BY CLICKING THE “I AGREE” BUTTON, BY DOWNLOADING, INSTALLING OR OTHERWISE ACCESSING OR USING THE WAREHOUSING SERVICES OR ANY OF THE OTHER ZIPSTORED SERVICES, YOU REPRESENT THAT:

 

  • HAVE NOT BEEN PREVIOUSLY SUSPENDED OR REMOVED FROM THE SITE, THE APPLICATIONS, THE WAREHOUSING SERVICES OR ANY OF THE OTHER ZIPSTORED SERVICES;

 

  • YOU CONFIRM THAT YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH ZIPSTORED;

 

  • YOU WILL COMPLY WITH THESE TERMS AND ALL APPLICABLE LOCAL, STATE, NATIONAL AND INTERNATIONAL LAWS, RULES AND REGULATIONS; AND

 

  • YOU ARE NOT BE A COMPETITOR OF ZIPSTORED AND DO NOT INTEND TO USE ANY OF THE ZIPSTORED SERVICES FOR REASONS THAT ARE IN COMPETITION WITH ZIPSTORED OR OTHERWISE TO REPLICATE SOME OR ALL OF THE ZIPSTORED SERVICES FOR ANY REASON.

 

2.         Privacy.

Your privacy is important to ZipStored. Our goal is to make the ZipStored Services as good, useful and rewarding for you as possible. In order to do that, ZipStored may collect and process information from you when you use any of the ZipStored Services, including, requesting, accessing or using any Warehousing Services. ZipStored will collect certain personally identifiable information from you as set forth in more detail in our Privacy Policy. By requesting, accessing or using any Warehousing Services, you agree that ZipStored may collect, use and disclose, as set forth in the Privacy Policy, the information you provide when you request any Warehousing Services or during your access to or use of any of the ZipStored Services, and in some cases, information that is provided by or through any of the ZipStored Services.

 

3.         Warehousing Services

3.1       TYPES OF WAREHOUSES AND WAREHOUSING SERVICES

            (a)        You understand and agree that the Warehouses are likely to be personal homes, garages and other personal structures. ZipStored does commercially reasonable due diligence (e.g., requiring pictures of the Warehouse space, random background checks, etc.) on Warehouses to ensure that they satisfy ZipStored’s minimum requirements and have the features (e.g., climate control, security, etc.) that the Warehouses claimed in registering to provide the Warehousing Services. However, despite our efforts, no due diligence is 100% effective and ZipStored cannot ensure or warrant that a Warehouse has actually satisfied these minimum requirements or has the features that they claimed. 

 

(b)        ZipStored offers Self-storage services  for Customers (“Self-storage Customers”) that just want to have their personal items or inventory stored for a period of time.

 

3.2       REGISTRATION AND ACCOUNTS

To request, access and use the Storage Services, you must register and create an account.  You do not need to register or create an account to search for potential Storage Spaces

 

To create and use an account, you must us with certain information, such as your name, address, phone number, and such other information as may be requested during the registration and account creation process. 

 

In registering and creating an account, you agree to (1) provide true, accurate, current, and complete information about yourself as prompted during the registration and account creation process (“Registration Data”), and (2) maintain and promptly update the Registration Data, including credit card information, to keep it true, accurate, current and complete. You are responsible for all activities that occur under your account. If you provide any information that is untrue, inaccurate, not current, or incomplete, or ZipStored has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, ZipStored has the right to suspend or terminate your account and prohibit you from accessing and using any Warehousing Services and/or any of the other ZipStored Services. You agree not to create an account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one account. You agree not to create an account or to access and use any Storage Services or any of the other ZipStored Services if you have been previously removed by ZipStored, or if you have been previously banned from accessing and using any of the Storage Services or any of the other ZipStored Services. 

 

Under no circumstance may a Customer or a Storage facility attempt to circumvent any of the ZipStored Services by independently attempting to communicate with each other or working around the ZipStored Services after contacting or communicating through any of the ZipStored Services.

 

3.3       STROAGE SERVICES PLANS

            (a)        There are different plans for the Storage Services (the “Plans”) for the Self-storage Customers 

 

(b)      We have following Plans: (i) climate controlled and (ii) non-climate controlled.

 

 

 

(d)        The size of each storage space for 5x5 , 5x10, 10x10, 10x15 or 10x20, 20x20 depending on availability in your area. The Storage facility maybe able to accomodate larger sizes and quote a price accordingly.

 

(e)        ZipStored does not set the prices on the Storage. The prices are set by ZipStored Storage facilities. For Spaces listed as 'Lowest Priced' , the Storage facility is offering the lowest price in a 10 mile radius of all published storage facilities. The lowest price is calculated based on a 7 day window of pricing.

 

 

3.4       ACCESSING AND USING THE STORAGE SERVICES

            (a)        To access and use the Storage Services, you will use the Applications (i) to see what Storage Locations that meet your requirements are available in the desired area, (ii) to select the specific Storage Locations that you prefer and (iii) to select a Plan. Once you select a Plan, your request for Storage Services will be submitted to the Storage that you selected.

 

            (b)        When you submit your request for Storage Services, you must (i) describe what you intend to store and its approximate size and (ii) provide the credit or debit card information that you intend to use to pay for the Storage Fees for the Plan that you selected. We will authorize the credit or debit card then but will not charge the credit or debit card.

 

            (c)        There are no guarantees that the Storage facility that you selected will accept your request. If your selected Storage rejects your request or does not confirm your request you can select an alternative Storage location that meets your requirements in the desired area.   

 

(d)        Once your selected Storage space has confirmed your request, you will be able to contact and communicate with the Storage through the Chat feature provided in the applications.

 

3.5       PICK-UP AND DELIVERY

            (a)        If you are a Self-storage Customer, you  may choose to arrange to have your items picked-up and at the end of the storage period, delivered to your designated location. The fees for pick-up and delivery will depend on how far you are from the Warehouse and is set individually by each storage location. IF YOU CANCEL ON THE DAY OF THE PICK-UP OR DROP-OFF OR YOU ARE NOT AVAILABLE WHEN THE STORAGE PEOPLE COME TO PICK-UP OR DROP-OFF DURING THE APPLICABLE WINDOW, YOU WILL STILL BE RESPONSIBLE FOR THE PICK-UP OR DELIVERY CHARGE.

 

 

3.6       STORAGE REQUIREMENTS AND RESTRICTIONS

            (a)        You will need to contact your storage location to gain access to your items on the storage property. This may or may not be available to you  depending the individual storage location, as some locations may choose to deliver it back to you but may not have ability to provide the access to items during the storage period. ZipStored recommends you check with the locations.

 

(b)        Certain items may not be stored at the Warehouse (as modified from time to time, the “Prohibited Items”), including:

  • Pharmaceutical drugs, controlled substances, and/or items which require a prescription
  • Items that need to be stored in a freezer or refrigerator.
  • Hazardous chemicals
  • Flammables
  • Corrosives
  • Alcohol, tobacco, or fire arms
  • Flammable or dangerous goods or hazardous materials
  • Money, cash, coins, currency, paper money, endorsed stocks, bonds and cash letters
  • Live animals of any kind
  • Fragile or very expensive or rare items
  • Human corpses and/or cremated remains
  • Used hypodermic needles and syringes or medical waste
  • Items that would require a Warehouse to obtain a federal state or local license for transportation
  • Items that may cause damage or delay to equipment, personnel, or other packages
  • Gaming devices (such as lottery tickets) where prohibited by federal, state or local laws
  • Items whose carriage is prohibited by law, statute or regulation of the state in which the items may travel
  • Stolen goods
  • Any items that you do not have the right, standing or permissions to store or ship

 

ZipStored may modify the Prohibited Items in its sole discretion and any such modifications shall be effective thirty (30) days after posting them on the ZipStored Services. ZipStored will also use reasonable efforts to notify you of any such change. ZipStored may provide notice through a pop-up or banner within any of the ZipStored Services, by sending an email to any address you may have used to register for an account, or through other similar mechanisms. The current list of all Prohibited Items may be found at www.zipstored/prohibiteditems/.

 

(c)        The Warehouse shall have the right to reject any items that (i) are prohibited or do not meet the requirements under these Terms or (ii) the Warehouse believes (A) could potentially cause damage to personnel or other stored items, (B) the storage, pick-up or delivery of which may be in violation of local, state or federal laws or (C) the acceptance of which may jeopardize the Warehouse’s ability to provide any Warehousing Services to another Customer.

 

3.7       ABANDONED ITEMS

Any items that are still being stored after the applicable storage period will be considered abandoned. The Warehouse and/or ZipStored will use commercially reasonable efforts to contact you to make the necessary delivery arrangements or to see what you want to do with the stored items. YOU WILL BE REQUIRED TO CONTINUE PAYING THE APPLICABLE STORAGE FEES WHILE YOUR ITEMS ARE STILL BEING STORED AT THE STORAGE LOCATION. IF THE STORAGE LOCATION HAS NOT BE ABLE TO REACH YOU OR AN ALTERNATIVE DELIVERY ARRANGEMENT HAS NOT BEEN MADE AFTER NINETY (90) DAYS, THEN YOU ACKNOWLEDGE AND AGREE THAT ZIPSTORED OR THE STORAGE LOCATION MAY ASSUME OWNERSHIP OR DISPOSE OF THE ABANDONED ITEMS IN ITS SOLE DISCRETION. YOU ARE RESPONSIBLE FOR ANY FEES FOR THE DISPOSAL OF ANY ABANDONED ITEMS.

 

3.8       DAMAGED OR LOST ITEMS

You and acknowledge and agree that ZipStored shall not responsible for any damage to your items or any lost items.

 

3.9       CANCELLATIONS

            A Customer may cancel any Storage Services prior to the commencement of the applicable Storage Services without charge; provided that Customer shall be responsible for any Storage Fees (as defined below) for any such Storage Services that were provided (fully or partially) before the effective date of cancelation of such Storage Services.

 

3.10      DISCLAIMERS

ZIPSTORED DOES NOT PROVIDE STORAGE SERVICES. WE ARE NOT A STORAGE OR THE MERCHANT OF RECORD OF THE STORAGE SERVICES. ZIPSTORED OFFERS INFORMATION AND A PLATFORM TO FACILITATE ARRANGEMENT OF THE STORAGE SERVICES, BUT DOES NOT, AND DOES NOT INTEND TO, PROVIDE STORAGE SERVICES OR ACT IN ANY WAY AS A BROKER FOR STORAGE SERVICES. IT IS UP TO CUSTOMERS AND THE STORAGE FACILITIES TO REQUEST AND PROVIDE THE STORAGE SERVICES THAT MAY BE SCHEDULED THROUGH THE USE OF THE APPLICATIONS AND THE OTHER ZIPSTORED SERVICES. ZIPSTORED DOES NOT MAKE ANY REPRESENTATION, WARRANTY OR COVENANT REGARDING THE ACCURACY OF ANY LISTING OR RELATED STORAGE INFORMATION.

 

4.         Fees, Payments and Refunds

4.1       STORAGE FEES

(a)        There are no fees to register and create an account to access and use the Warehousing Services and the other ZipStored Services.  

 

(b)        The fees for the different Plans for the StorageServices can be found next to each storage location and storage type. Each Storage location sets their own fees.

 

4.2       PAYMENT AND TAXES

(a)        Payments. Unless otherwise agreed by ZipStored, all Storage Fees shall be paid in advance by credit or debit card when your request for Warehousing Services has been accepted by a Warehouse. You authorize (i) ZipStored to keep your credit or debit card number on file for additional fees (e.g., pick-up or delivery fees) or unpaid charges and (ii) to charge your credit or debit card for any such fees or charges.

 

(b)        Payment Processing. Unless otherwise agreed by ZipStored, all Storage Fees and other payments made in connection with your Plan shall be made through a third-party payment processor directed by ZipStored (e.g., Stripe, etc.) (any such third-party payment processor, the “Payment Processor”). Payment processing services for Warehouse and Customers are currently provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (as modified from time to time, collectively, the “Stripe Services Agreement”). By agreeing to these Terms or continuing to access or use any of the Storage Services, you agree to be bound by the Stripe Services Agreement. As a condition of ZipStored’s enabling payment processing services through a Payment Processor, you agree to provide ZipStored accurate and complete information about you, your business, your credit or debit card or bank account and such other information required by the Payment Processor, and you authorize ZipStored to share it and any relevant transaction information related to your use of the payment processing services provided by the Payment Processor.

(c)        Future Services. In paying any of the Storage Fees, you acknowledge and agree that you are not relying on future availability of any Storage Services. 

4.3       CHANGES IN FEES AND PAYMENT METHODS

ZipStored and its Storage Locations reserve the right at any time to change the Storage, Pickup and Delivery Fees and any of its other fees (including to begin charging for services that it is currently providing free of charge) and billing methods, either immediately upon posting on the Site or by notifying you by email.

 

4.4       REFUNDS

THE STORAGE FEES ARE NON-REFUNDABLE, NON-CANCELLABLE AND NON-CREDITABLE UNLESS OTHERWISE REQUIRED BY LAW OR AGREED TO BY ZIPSTORED IN ITS SOLE DISCRETION.

 

5.         License Grant; Unauthorized Use.

5.1       LICENSE GRANT

Subject to your compliance with all the terms and conditions set out in these Terms, ZipStored hereby grants to you a limited, non-exclusive, non-transferable, freely revocable license to (a) to install and use the Applications on your computers and mobile and other devices and (b) to access and use the Site, the Storage Services and the other ZipStored Services to the extent of and in accordance with these Terms

 

 Our web-based Application is automatically updated by ZipStored.  You will be notified of updates to our mobile-based Application from the app store from which you downloaded our mobile Application (the “App Store”). You may be able to adjust your device’s settings or take other actions that would allow automatic updates from your applicable App Store.

 

5.2       PREVENTION OF UNAUTHORIZED USE

ZipStored reserves the right to exercise whatever lawful means it deems necessary to prevent the unauthorized access or use of any of the Warehousing Services or the circumvention of the other ZipStored Services, including, but not limited to, technological barriers, IP mapping, and directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.

 

6.         GEO-LOCATION FUNCTIONALITY

The Applications include and make use of certain functionalities and services provided by third parties that allow ZipStored to include maps, geocoding, places and other content from Google, Inc. (“Google”) as part of the Services (the “Geo-Location Services”). Your use of the Geo-Location Services is subject to Google’s then current Terms of Use for Google Maps/Google Earth (http://www.google.com/intl/en_us/help/terms_maps.html) and by using the Geo-Location Services, you are agreeing to be bound by Google’s Terms of Use.

 

7.         ADDITIONAL POLICIES

When requesting, accessing or using any of the Warehousing Services or any of the other ZipStored Services, you will be subject to any additional posted policies, guidelines or rules applicable to the Site, the Applications, the Warehousing Services and the other ZipStored Services and features which may be posted from time to time (as modified from time to time, the “Policies”). All such Policies are hereby incorporated by reference into these Terms.

 

8.         Respecting other People’s Rights

 

ZipStored respects the rights of others and so should you. You therefore shall:

• treat all Users with respect, including all Warehouses and other Customers, and

• not post or send Content that (a) violates or infringes someone else’s rights of publicity, privacy, copyright, trademark, or other intellectual property right, (b) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, obscene, vulgar, pornographic, offensive, profane, contains or depicts nudity, contains or depicts sexual activity, or is otherwise inappropriate as determined by ZipStored in its sole discretion (c) that is false, misleading, untruthful or inaccurate, (d) includes anyone's identification documents or sensitive financial information, (e) impersonates any person or entity, including any of ZipStored’s or any Warehouse’s employees or representatives, or (f) spams or solicits any Users, including any Warehouses or other Customers.

 

9.         Account Security

When you access and use any of the ZipStored Services, you may be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer and mobile devices, and you agree to accept responsibility for all activities that occur under your account or password. You agree that the information you provide to ZipStored at registration and at all other times will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times. If you change or deactivate the email that you used to create a ZipStored account, you must update your account information within 72 hours to prevent ZipStored from sending to someone else messages intended for you. If, at any time, you have reason to believe that your account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of your account ID, password, or any payment information (if applicable)), then you shall immediately notify ZipStored at support@zipstored.com. You may be liable for the losses incurred by ZipStored or others due to any unauthorized use of your account or any of the ZipStored Services.

 

10.         Modification of these Terms

ZipStored reserves the right, at its sole discretion, to change, modify, add, or remove portions of these Terms at any time by posting the amended Terms to the Site, the Applications, the Warehousing Services or any of the other ZipStored Services. If ZipStored updates these Terms, it will update the “last updated” date at the top of the Terms.  Please check these Terms, including any Policies, periodically for changes. Your continued use of the ZipStored Services after the posting of changes constitutes your binding acceptance of such changes. In the event of a change to these Terms that materially modifies your rights or obligations (including applicable fees), ZipStored will make reasonable efforts to notify you of such change. ZipStored may provide notice through a pop-up or banner within any of the ZipStored Services, by sending an email to any address you may have used to register for an account, or through other similar mechanisms. Additionally, if the changed Terms materially modify your rights or obligations, ZipStored may require you to provide consent by accepting the changed Terms. If ZipStored requires your acceptance of the changed Terms, changes are effective only after your acceptance. For all other changes, except as stated elsewhere by ZipStored, such amended Terms or fees will automatically be effective, replacing the previously-effective Terms or fees, thirty (30) days after they are initially posted on any of the ZipStored Services.  IF AT ANY TIME YOU DO NOT AGREE TO THESE TERMS, PLEASE IMMEDIATELY TERMINATE YOUR USE OF ALL ZIPSTORED SERVICES.

To the extent that any modifications to the Terms or Policies are not allowed under applicable laws, the prior most recent version of the Terms or Policies shall continue to apply.

 

11.         Digital Millennium Copyright Act

It is ZipStored’s policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. For more information, please go to ZipStored’s DMCA Notification Guidelines at http://zipstored.com/DMCA/. If you file a notice with our copyright agent, it must comply with the requirements set forth in 17 U.S.C. § 512(c)(3). ZipStored reserves the right to terminate without notice any User’s access to the Site, the Applications, the Warehousing Services and the other ZipStored Services if that User is determined by ZipStored to be a “repeat infringer.” In addition, ZipStored accommodates and does not interfere with standard technical measures used by copyright owners to protect their materials.

 

12.         License Grant for Content; Representations and Warranties

              12.1.        Limited License Grant to ZipStored.

The ZipStored Services may now or in the future permit the submission and/or posting or linking of pictures, audio and video recordings, text, data, information and other input or any other content linked, posted, and/or submitted by you or other Users, in each case whether or not made available to other Users (“Content”). By uploading, providing, posting, distributing or disseminating any Content to or through any of the ZipStored Services, engaging any Warehouse or performing any Warehousing Services, you hereby grant to ZipStored a worldwide, non-exclusive, perpetual, irrevocable, transferable, sublicensable (through multiple tiers), assignable, fully paid-up, royalty-free, license to host, transfer, display, perform, reproduce, distribute, modify and otherwise exploit your Content (and any copyrights, publicity, database and other proprietary rights therein), in connection with the operation, maintenance and support of the Site, the Applications, the Warehousing Services and the other ZipStored Services. To the extent any of your Content is a trademark, trade name, service mark or service name protected by law, the foregoing license also extends to the use by ZipStored to identify you as a User in connection with the ZipStored Services. Further, to the extent you have given ZipStored the right to access certain Content that is present on another website or service you own or control, you give ZipStored the right to scrape such website as required to retrieve such Content for use in connection with the ZipStored Services as contemplated in the license grants above. 

 

              12.2.       Content Use by other Users.

You hereby consent to the use of your Content by other Users that are authorized to access your Content in the manner contemplated by these Terms and any of the ZipStored Services. This includes Warehouses having access to your Content in connection with the Warehousing services.

 

 

              12.3.      Content and Confidential Information.

You are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all of your Content and the consequences of posting or publishing any Content. By uploading and publishing your Content, you affirm, represent, and warrant that: (1) you are the creator and owner of or have the necessary licenses, rights, consents, and permissions to use and to authorize ZipStored and the Users to use and distribute your Content as necessary to exercise the licenses granted by you in this Section 12 and in the manner contemplated by ZipStored and these Terms; (2) your Content does not and will not: (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right or (b) slander, defame, libel, or violate or invade the right of privacy, publicity or other rights of any person or entity; and (3) your Content does not contain any viruses, adware, spyware, worms, or other malicious code or any content or file that provides a method to access to potentially infringing content outside of any of the ZipStored Services. Violators of these third-party rights may be subject to criminal and civil liability. ZipStored reserves all rights and remedies against any Users who violate these Terms.

            12.4.      Content Disclaimer.

You understand that when using any of the ZipStored Services, including providing any Warehousing Services, you may be exposed to Content or other materials from a variety of sources, and that ZipStored is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to such Content and other content. You further understand and acknowledge that you may be exposed to Content and other materials that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against ZipStored with respect thereto. ZipStored does not endorse any Content and other material or any opinion, recommendation or advice expressed therein, and ZipStored expressly disclaims any and all liability in connection with Content and other materials. If notified by a User or a content owner of any Content or other content or materials that allegedly do not conform to these Terms, ZipStored may investigate the allegation and determine in its sole discretion whether to remove the Content or other content or materials, which it reserves the right to do at any time and without notice. For clarity, ZipStored does not permit copyright infringing activities on or through any of the ZipStored Services.

 

13.         Prohibited Conduct.

BY REQUESTING, ACCESSING OR USING ANY OF THE WAREHOUSING SERVICES OR ANY OF THE OTHER ZIPSTORED SERVICES YOU AGREE NOT TO:

13.1.       Decipher, decompile, disassemble, reverse engineer, modify, translate, or otherwise attempt to derive source code, algorithms, tags, specifications, architectures, structures or other elements of any of the ZipStored Services, in whole or in part (except to the extent that the laws of your jurisdiction make such restrictions unenforceable);

13.2.       Accessing or using any of the Warehousing Services for the benefit of anyone other than yourself except in accordance with these Terms, including selling, reselling or distributing, in whole or in part, any Warehousing Services, or using the Warehousing Services as part of a service bureau or outsourcing offering;

13.3.       Provide any services, directly or indirectly, that are similar to, or based on, the Warehousing Services or any of the other ZipStored Services or any other services based upon any of the ZipStored Services;

13.4.       Reproduce (except as expressly permitted herein), modify, adapt, translate or otherwise make any changes to any of the Applications or any part thereof;

13.5.       Copy, disclose, or distribute any data or other information available on any of the ZipStored Services, including any Warehousing opportunity or Customer or Warehouse information, in any medium, including without limitation, by any automated or non-automated “scraping;”

13.6.       Interfere with, circumvent or disable any security or other technological features or measures of any of the ZipStored Services or attempt to gain unauthorized access to any of the ZipStored Services or its related systems or networks;

13.7.       Make unsolicited offers, advertisements, or proposals, or send junk mail or spam to other Users (including Customers and Warehouses) of any of the ZipStored Services (including, but not limited to, unsolicited advertising, promotional materials or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures);

13.8.       Use bots or other automated methods to: access any of the ZipStored Services, download profiles, contacts or any other information, send or redirect messages or perform any other activities through any of the ZipStored Services; 

13.9.       Take any action that ZipStored determines, in its sole discretion, imposes or may impose, an unreasonable or disproportionately large load on its infrastructure;

13.10.       Upload invalid data, viruses, worms or other software agents through the Site, the Applications and/or any of the other ZipStored Services; 

13.11.       Collect or derive any personally identifiable information, including names, email addresses from the Warehousing Services and/or any of the other ZipStored Services except as may be expressly contemplated by these Terms and the Privacy Policy;

13.12.       Impersonate any person or entity, use a fictitious name, or misrepresent your affiliation with a person or entity;

13.13.       Use any of the ZipStored Services for any unlawful or inappropriate activities, such as gambling, obscenity, pornography, violence, transmission of deceptive messages, or harassment; or

13.14.       Use the ZipStored Services for any commercial solicitation purposes.

14.         Third-Party Sites.

The ZipStored Services may include links or references to other web sites or services (“Third-Party Sites”) solely as a convenience to Users. These services may include billing and payments, communications with Warehouses and Customers and background checks. ZipStored does not endorse any such Third-Party Sites or the services, information, materials, products, or services contained on or accessible through Third-Party Sites. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through any of the ZipStored Services are solely between you and such advertiser. Access and use of Third-Party Sites, including the information, materials, products, and services on or available through Third-Party Sites are solely at your own risk.

15.         Mobile and Data Services

You are responsible for any mobile and data charges that you may incur for using any of the ZipStored Services, including text-messaging charges. If you’re unsure what those charges may be, you should ask your service provider before using the mobile Application or any of the other ZipStored Services. In addition, downloading, installing, or using certain mobile Applications may be prohibited or restricted by your mobile carrier, and not all mobile Applications may work with all carriers or devices. Therefore, you are solely responsible for checking with your mobile carrier to determine if the mobile application is available for your mobile device(s), what restrictions, if any, may be applicable to your use of the mobile Application, and how much they will cost you. All use of the mobile Applications must be in accordance with these Terms.

16.         Termination; Terms of Use Violations

16.1   ZipStored.  

You agree that ZipStored, in its sole discretion, for any or no reason, and without penalty, may terminate your access and use of the Warehousing Services or use of any of the other ZipStored Services or any account (or any part thereof) you may have with ZipStored and remove and discard all or any part of your account, user profile, and any Content, at any time. ZipStored may also in its sole discretion and at any time prohibit you from accessing and using the Warehousing Services or discontinue providing access to any of the other ZipStored Services, or any part thereof, with or without notice. You agree that any termination of your ability to access or use the Warehousing Services or any of the other ZipStored Services or any account you may have or portion thereof may be effected without prior notice, and you agree that ZipStored will not be liable to you or any third party for any such termination. ZipStored reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing ZipStored to disclose the identity of anyone posting any e-mail messages, or publishing or otherwise making available any materials that are believed to violate these Terms.  Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies that ZipStored may have at law or in equity. As discussed herein, ZipStored does not permit copyright infringing activities on the Site, the Applications, the Warehousing Services or any of the other ZipStored Services, and shall be permitted to terminate access to any of the ZipStored Services, and remove all Content or other content submitted by any Users who are found to be repeat infringers. BY ACCEPTING THESE TERMS, YOU WAIVE AND SHALL HOLD ZIPSTORED HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ZIPSTORED OR A WAREHOUSE DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER ZIPSTORED OR LAW ENFORCEMENT AUTHORITIES.

16.2   You. 

Your only remedy with respect to any dissatisfaction with (i) the Site, the Applications, the Warehousing Services or any of the other ZipStored Services, (ii) any term of these Terms, (iii) any policy or practice of ZipStored in operating the Site, the Applications, the Warehousing Services or the other ZipStored Services, or (iv) any Content transmitted through any of these ZipStored Services, is to terminate your account and your ability to access or use the ZipStored Services. You may terminate your use of the ZipStored Services and your account at any time. After such termination, you must refrain from use of the ZipStored Services until authorized by ZipStored.

 

17.         Ownership; Proprietary Rights. 

Ownership; Proprietary Rights. 
The Site, the Applications, the Warehousing Services and the other ZipStored Services are owned and operated by ZipStored.  The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of these ZipStored Services provided by ZipStored (the “Materials”) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any Content that are provided and owned by Users, all Materials contained on any of the ZipStored Services are the property of ZipStored or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to ZipStored or its affiliates and/or third-party licensors. Except as expressly authorized by ZipStored, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. ZipStored reserves all rights not expressly granted in these Terms.

ZipStored shall own and have the right to use or act upon any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to any of the ZipStored Services without restriction or payment of any kind to you.

18.         Indemnification

You agree to indemnify, save, and hold ZipStored, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners harmless from any claims, losses, damages, or liabilities, including legal fees and expenses, arising out of your use or misuse of the Site, the Applications, the Warehousing Services or any of the other ZipStored Services, including engaging with any Warehouse or accessing or using any Warehousing Services, any of the Content, any violation by you of these Terms, or any breach of the representations, warranties, and covenants made by you herein. ZipStored reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify ZipStored, and you agree to cooperate with ZipStored’s defense of these claims. ZipStored will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

19.         No Warranties; Disclaimers

19.1   No Warranties.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, ZIPSTORED AND ITS AFFILIATES, CONTRACTORS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, THIRD-PARTY PARTNERS, LICENSORS AND SUPPLIERS (COLLECTIVELY, THE “ZIPSTORED PARTIES”) DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED WITH RESPECT TO THE SITE, THE APPLICATIONS, THE WAREHOUSING SERVICES AND THE OTHER ZIPSTORED SERVICES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS AND WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, ZIPSTORED PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, THAT THE SITE, THE APPLICATIONS, THE WAREHOUSES, THE WAREHOUSING SERVICES OR THE OTHER ZIPSTORED SERVICES, WILL MEET YOUR REQUIREMENTS OR ACHIEVE ANY INTENDED RESULTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE ZIPSTORED PARTIES OR THROUGH THE SITE, THE APPLICATIONS, THE WAREHOUSING SERVICES OR THE OTHER ZIPSTORED SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

19.2   “As Is” and “As Available” and “With all Faults”.

YOU EXPRESSLY AGREE THAT ANY WAREHOUSING SERVICES, ANY OF THE OTHER ZIPSTORED SERVICES, AND ANY DATA, ASSESSMENTS, RESULTS, INFORMATION, THIRD-PARTY SOFTWARE, CONTENT, THIRD-PARTY SITE, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH ANY OF THE ZIPSTORED SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE”, “WITH ALL FAULTS” BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED.

19.3   Platform Operation and Content.

THE ZIPSTORED PARTIES DO NOT WARRANT THAT THE DATA, RESULTS, CONTENT, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH THE SITE OR ANY OF THE OTHER ZIPSTORED SERVICES, OR ANY THIRD-PARTY SITE WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.

 

19.4   Accuracy.

EXCEPT AS SPECIFICALLY PROVIDED IN WRITING BY ZIPSTORED, THE ZIPSTORED PARTIES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF ANY OF THE ZIPSTORED SERVICES OR ANY THIRD-PARTY SITE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

19.5   Harm to Your Computer.

YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, ASSESSMENTS, RESULTS OR DATA THROUGH ANY OF THE ZIPSTORED SERVICES OR ANY THIRD-PARTY SITE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.

20.         Limitation of Liability and Damages

20.1   Limitation of Liability.

UNDER NO CIRCUMSTANCES, INCLUDING, NEGLIGENCE, WILL THE ZIPSTORED PARTIES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OR YOUR INABILITY TO USE THE SITE, THE APPLICATIONS, THE WAREHOUSING SERVICES OR THE OTHER ZIPSTORED SERVICES OR ANY THIRD-PARTY SITE, OR ANY OTHER INTERACTIONS WITH ZIPSTORED, ANY CUSTOMER OR A WAREHOUSE, EVEN IF ZIPSTORED OR A ZIPSTORED AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, ZIPSTORED’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

20.2   Limitation of Damages.

IN NO EVENT WILL THE ZIPSTORED PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO YOUR ACCESS AND USE OF THE WAREHOUSING SERVICES OR THESE TERMS OR YOUR USE OF THE SITE, THE APPLICATIONS OR THE OTHER ZIPSTORED SERVICES, OR YOUR INTERACTION WITH WAREHOUSES AND OTHER USERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE GREATER OF (A) $25 AND (B) AN AMOUNT EQUAL TO THE WAREHOUSING FEES PAID BY YOU DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM.

 

20.3   Release for Disputes between Users.

If you have a dispute with any other Users (including any Customer or other Warehouse) or other third parties, you hereby release ZipStored and the other ZipStored Parties from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code Section 1542, which says: “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.”

 

20.4   Third-party Sites.

THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD-PARTY SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN ZIPSTORED AND RECEIVED THROUGH OR ADVERTISED ON ANY OF THE ZIPSTORED SERVICES OR RECEIVED THROUGH ANY THIRD-PARTY SITES.

 

20.5   Basis of the Bargain.

YOU ACKNOWLEDGE AND AGREE THAT ZIPSTORED HAS OFFERED THE WAREHOUSING SERVICES AND THE OTHER ZIPSTORED SERVICES, SET ITS PRICES, AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND ZIPSTORED, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND ZIPSTORED. ZIPSTORED WOULD NOT BE ABLE TO AUTHORIZE YOU TO ACCESS AND USE THE WAREHOUSING SERVICES OR ANY OF THE OTHER ZIPSTORED SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.

20.6   Limitations by Applicable Law.

CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THESE TERMS APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION WHERE YOU ARE LOCATED.

 

21.   United States Export Controls

You agree not to import, export, re-export, or transfer, directly or indirectly, any part of the ZipStored Services or any underlying intellectual property, information or technology except in full compliance with all United States, foreign and other applicable export control laws and regulations.

 

22.   Miscellaneous

22.1   Notice.

ZipStored may provide you with notices, including those regarding changes to these Terms, by email, regular mail or postings on any of the ZipStored Services. Notice will be deemed given twenty-four hours after the email is sent, unless ZipStored is notified that the email address is invalid. Alternatively, ZipStored may give you legal notice by mail to a postal address, if provided by you through any of the ZipStored Services. In such case, notice will be deemed given three days after the date of mailing. Notices posted on any of the ZipStored Services are deemed given 30 days following the initial posting.

22.2   Waiver.

The failure of ZipStored to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by ZipStored.

22.3   Dispute Resolution.

If a dispute arises between you and ZipStored, the goal is to provide you with a neutral and cost effective method of resolving the dispute quickly. Accordingly, you and ZipStored agree that any dispute, claim or controversy at law or equity that arises out of these Terms, the Site, the Applications, the Warehousing Services or the other ZipStored Services (a “Dispute”) will be resolved in accordance with this Section 22.3 or as ZipStored and you otherwise agree in writing. Before resorting to these dispute methods, ZipStored strongly encourages you to first contact ZipStored directly to seek a resolution.

 

(a)     Choice of Law. These Terms shall be governed in all respects by the laws of the State of Texas, without regard to its conflict of law provisions. EACH PARTY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL ACTION, PROCEEDING, CAUSE OF ACTION OR COUNTERCLAIM ARISING OUT OF OR RELATING TO ANY DISPUTE OR OTHERWISE IN CONNECTION WITH THESE TERMS OR ANY OF THE ZIPSTORED SERVICES. 

(b)     Arbitration and Class Action Waiver. 
PLEASE REVIEW CAREFULLY AS THIS AFFECTS YOUR LEGAL RIGHTS.
(i) ARBITRATION. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND ZIPSTORED (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) IN CONNECTION WITH THESE TERMS OR ANY OF THE ZIPSTORED SERVICES, INCLUDING WITHOUT LIMITATION YOUR RIGHTS OF PRIVACY WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION UNDER THE AMERICAN ARBITRATION ASSOCIATION'S RULES FOR ARBITRATION AND YOU AND ZIPSTORED HEREBY EXPRESSLY WAIVE TRIAL BY JURY.  ANY ARBITRATION SHALL BE IN ENGLISH AND THE PLACE OF ARBITRATION SHALL BE DALLAS, TEXAS. YOUR ARBITRATION FEES AND YOUR SHARE OF ARBITRATOR COMPENSATION SHALL BE GOVERNED BY SUCH RULES. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND ZIPSTORED WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. YOU MAY BRING DISPUTES ONLY ON YOUR OWN BEHALF. 

Neither you nor ZipStored will participate in a class action or class-wide arbitration for any disputes covered by these Terms to arbitrate. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST ZipStored INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person's account, if ZipStored is a party to the proceeding. 

This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms.

(ii) Judicial Forum for Disputes. In the event that the agreement to arbitrate under Section 22.3(b) is found not to apply to you or your claim, you and ZipStored agree that any judicial proceeding (other than small claims actions) must be brought solely and exclusively in, and will be subject to the service of process and other applicable procedural rules of, the federal or state courts covering Dallas, TX. Both you and ZipStored irrevocably consent to venue and personal jurisdiction there. Notwithstanding the foregoing, ZipStored may bring a claim for equitable relief in any court with proper jurisdiction.  

(iii) Survival. This arbitration agreement will survive the termination of your provision of the Warehousing Services or use of any of the other ZipStored Services or your relationship with ZipStored.

(c)     30 Day Right to Opt Out. You have the right to opt-out and not be bound by the arbitration provisions set forth in this Section 22.3 above by sending written notice of your decision to opt-out to support@zipstored.com. The notice must be sent to ZipStored within thirty (30) days of your creation of an account for the Warehousing Services or agreeing to these Terms, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, we also will not be bound by them.

(d)     Improperly Filed Claims. All claims you bring against ZipStored must be resolved in accordance with this Section 22.3. All claims filed or brought contrary to this Section 22.3 shall be considered improperly filed. Should you file a claim contrary to this Section 22.3, ZipStored may recover attorneys’ fees and costs up to $15,000, provided that ZipStored has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.

(e)     Prevailing Party.  In the event that either party institutes any legal suit, action or proceeding against the other party arising out of or relating to these Terms, the Privacy Policy, or the Warehousing Services or any of the other ZipStored Services, the prevailing party in the suit, action or proceeding shall be entitled to receive in addition to all other damages to which it may be entitled, the costs incurred by such party in conducting the suit, action or proceeding, including reasonable attorneys' fees and expenses and court costs.

(f)      Limitation on Time to File Claims. ANY CAUSE OF ACTION OR DISPUTE YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS, THE PRIVACY POLICY, ANY OF THE ZIPSTORED SERVICES, ANY PRODUCT OR OTHER SERVICES, ANY CONTENT OR YOUR RELATIONSHIP WITH ZIPSTORED MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR DISPUTE IS PERMANENTLY BARRED.

22.4   Severability.

If any provision of these Terms (including any Policies) is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.

22.5   Relationship of the Parties.

The parties agree that nothing in these Terms shall be construed as creating a joint venture, partnership, franchise, agency, employer/employee, or similar relationship between the parties, or as authorizing either party to act as the agent of the other. You are and will remain an independent contractor in its relationship to ZipStored. ZipStored shall not be responsible for withholding taxes with respect to your compensation hereunder. You shall have no claim against ZipStored hereunder or otherwise for vacation pay, sick leave, retirement benefits, social security, worker’s compensation, health or disability benefits, unemployment insurance benefits, or employee or other benefits of any kind. Nothing in these Terms shall create any obligation between either party and a third party other than Customers.

22.6   Assignment.

These Terms and related Policies, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by ZipStored without restriction. Any assignment attempted to be made in violation of these Terms shall be void.

22.7   Survival.

Upon termination of these Terms, your use of the Site, the Applications, the Warehousing Services or any of the other ZipStored Services or your relationship with ZipStored, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, Sections 1, 2, 5 and 11 - 22.

22.8   Headings.

The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.

22.9   Entire Agreement.

These Terms, together with the Privacy Policy and the Policies, are the entire agreement between you and ZipStored relating to the subject matter herein and will not be modified except by a change to these Terms or Policies made by ZipStored as set forth in Section 10 above or as provided in the applicable agreement.

22.10   No Agency.

No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms.

22.11   Geographic Restrictions.

ZipStored is based in the state of Texas in the United States. ZipStored makes no claims that accessing or using the Warehousing Services or that any of the ZipStored Services or any of the content is accessible or appropriate outside of the United States. Accessing or using the Warehousing Services or access to the Site, the Applications or any of the other ZipStored Services may not be legal by certain persons or in certain countries. If you access any of these ZipStored Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against ZipStored with respect thereto.

22.12   Electronic Communications.

The communications between you and ZipStored use electronic means, whether you visit the Site or the ZipStored Services or send ZipStored e-mails, or whether ZipStored posts notices on the Site or ZipStored Services or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from ZipStored in an electronic form; and (b) agree that all terms, conditions, agreements, notices, disclosures, and other communications that ZipStored provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. The foregoing does not affect your statutory rights.

22.13   Disclosures.

The Site, the Applications, the Warehousing Services and the other ZipStored Services are offered by ZipStored, Inc. located at: 8951 Cypress Waters Blvd, #160, Irving, TX 75063 and email: support@zipstored.com.  

If you are a California resident, you may have this same information emailed to you by sending a letter to ZipStored, Inc., 8951 Cypress Waters Blvd, #160, Irving, TX 75063 with your email address and a request for this information. 

California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

© 2019 ZipStored, Inc. All Rights Reserved.

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