SANDLER SYSTEMS, LLC

Website Terms of Use
Last Updated/Effective Date: March 21, 2022

This Term of Use (“Terms“) governs your use of Sandler Systems, LLC’s (“Sandler, “we”, “us“>” or “our“) website (collectively, the “Site).  THESE TERMS DOES NOT GOVERN ANY WEBSITE OWNED, CONTROLLED OR USED BY A FRANCHISEE OF SANDLER.

BY ACCESSING OR USING THE SITE OR BY CLICKING  TO ACCEPT OR AGREE TO THESE TERMS, YOU AGREE THAT (1) THESE TERMS ARE A BINDING LEGAL AGREEMENT BETWEEN YOU AND SANDLER, AND (2) YOU ARE AT LEAST THE AGE OF MAJORITY WHERE YOU LIVE (TYPICALLY AT LEAST EIGHTEEN (18) YEARS OLD). IF YOU DO NOT AGREE WITH THESE TERMS, DO NOT ACCESS OR USE THE SITE.

Your use of certain resources made available through this Site or certain transactions may be subject to additional terms and conditions, which will be made available to you prior to using such resources or completing such transactions.

THESE TERMS CONTAIN AN AGREEMENT BY YOU TO RESOLVE DISPUTES THROUGH BINDING ARBITRATION ON AN INDIVIDUAL BASIS.  PLEASE REVIEW THE ARBITRATION SECTION BELOW SINCE YOU ARE GIVING UP CERTAIN RIGHTS, SUCH AS THE RIGHT TO A JURY TRIAL AND THE RIGHT TO SUE SANDLER IN A CLASS ACTION LAWSUIT. 

 

Changes to these Terms

We may change these Terms at any time in our sole discretion. All changes will be effective immediately upon posting to our Site. Using our Site after changes are posted constitutes your agreement with those changes. Material changes will be conspicuously posted on our Site or otherwise communicated to you. However, if Sandler modifies the arbitration provision below, you may reject that change by sending Sandler written notice within thirty (30) days of our posting of the change, in which case we will terminate your account.

 

Privacy Policy

We may collect certain information about you and about your use of the Site as described in our Privacy Policy, which describes our information collection, use, and sharing practices.  If you do not agree to our collection, use or disclosure of your personal data as described in our Privacy Policy, do not access or use the Site or send us personal data.

 

Content

GenerallyThe Site, including its text, audio, video, graphics, charts, photographs, interfaces, icons, software, computer code, data, trademarks, logos, slogans, documentation, other components and content, and the design, selection, and arrangement of content, and all intellectual property rights in the foregoing (collectively, the “Content”) are exclusively the property of Sandler or, as applicable, its vendors or licensors (“Content” includes Downloadable Content, as defined below).  Except for the rights expressly granted to you in these Terms, Sandler reserves all rights in and to the Site and Content, including all intellectual property rights.

Subject to the following section addressing Downloadable Content, you may only use the Site and Content for your personal, non-exclusive use, so long as you comply with these Terms, all other terms posted throughout the Site as applicable to you (if any), and all applicable laws.  You may only use the Site and the Content for their intended purposes for which they are made available to you by Sandler.  You are prohibited from sharing or disclosing Content with other users, and you must keep any information that requires a username and password to access, confidential.

Downloadable Content. We make certain classes, training, podcasts, webinars, white papers, eBooks, newsletters, and other Content available for download by you (“Downloadable Content“), sometimes for an additional cost and sometimes at no cost.  Your access and use of any Downloadable Content is subject to the following additional terms and conditions:

Subject to your compliance with these Terms and payment of any amounts charged for such Downloadable Content, we grant you a non-exclusive, non-assignable, revocable license to download and use the Downloadable Content made available to you through the Site, solely for your personal use. You are prohibited from modifying or creating derivatives of the Downloadable Content and from sharing Downloading Content publicly, or with any other person or entity.  You are prohibited from using Downloadable Content as part of a comparison of our products with competitive products.  You are prohibited from using the Downloadable Content in any way that could disparage Sandler or its products or services, or cause Sandler to incur civil or criminal liability.  You must return and/or destroy Downloadable Content immediately upon request by Sandler.

You agree that your failure to comply with these provisions about Downloadable Content will cause us irreparable harm, and we therefore may seek and secure injunctive or other equitable relief without the need to post bond or other security, and without having to prove actual damages.  You and your employer agree to pay for all costs and expenses we incur to enforce the provisions related to Downloadable Content.

 

Digital Millennium Copyright Act

We respect the intellectual property rights of others and we ask that you do the same.  We strive to expeditiously remove any infringing material from the Site if we become aware of it.  It is our policy to terminate repeat infringers’ accounts.  If you suspect that any information on our Site infringes your copyrights and if you are located in the United States, please see our Digital Millennium Copyright Act Policy found here.

 

Uploaded Materials

To use certain features of the Site or Products (defined below) we offer, you have the option of uploading various materials through the Site and your account, such as pictures, videos and comments (“Uploaded Materials“).  You may also have the option of commenting on posts, sending and receiving messages with other users of the Site and chatting with us or other users of the Site through our online chat features.  You represent that (1) you have the right to upload or send to Sandler the Uploaded Materials without violating the rights of any third party, (2) you will not upload any materials that are inappropriate, offensive, illegal, obscene, pornographic, indecent, violent, harassing, threatening, fraudulent, defamatory, or contrary to the purpose of the Site, and (3) you will only use the chat feature for your legitimate business purposes and you will not harass or market to other users using the chat feature. You grant to Sandler a perpetual, worldwide right to use Uploaded Materials, including comments, messages and posts, for our business purposes in compliance with applicable laws.  Uploaded materials will not be treated as confidential and may be used without attribution or compensation to you.  We may delete any Uploaded Materials at any time, for any reason and without liability or notice to you.

 

Linking to the Site

If you operate another website and are interested in linking to our Site, you agree to the following rules: (1) the link must be a text-only link clearly marked; (2) the link, and use thereof, must be in connection with a website of appropriate subject matter that furthers the mission of Sandler; (3) the link, and use of the link, may not (or have the potential to) damage or dilute the goodwill associated with Sandler’s names and marks; (4) the link, and use of the link, may not create the false appearance that an entity other than Sandler is associated with this Site, or that your website, business or content is endorsed or sponsored by Sandler; (5) the link, when activated by a user, must display this site full-screen and not within a “frame” on the linked website; and (6) Sandler reserves the right to revoke consent to linking to this Site at any time in its sole discretion, either by amending these Terms or through other notice.

 

Enforcement of Provisions

You understand and agree that we would not have made Downloadable Content available to you, or permitted you to link to our Site, if you had not agreed in full without reservation to these additional provisions and the relevant indemnification provisions below.  THEREFORE, YOU AGREE TO PAY ALL COSTS AND EXPENSES THAT WE INCUR TO ENFORCE THESE PROVISIONS.

 

Referrals

If you submit a name and email address to us for a referral, you represent that you have that person’s permission to submit their personal data to us for the purpose of marketing and selling Products to them.  YOU AGREE TO HOLD SANDLER HARMLESS IF YOU DID NOT HAVE THAT PERSON’S PERMISSION TO SUBMIT THEIR PERSONAL DATA TO US FOR THOSE PURPOSES.

 

Use of Marks

Sandler owns certain trademarks, names, logos, insignia, or service marks (“Marks”).  You do not have the right to use any Marks except as expressly agreed to in writing in advance by Sandler, or as otherwise permitted in these Terms.  The Site may also contain third-party marks and third-party copyrighted materials, which are the property of their respective owners.  Nothing in these Terms grants to you any rights in or to those third-party marks or materials without such third-party’s prior written consent.

The following are Sandler’s intellectual property:

S Sandler (with design), S (with design), S Sandler Training (with design), Sandler Training, Sandler, Sandler Online, Sandler Selling System, SandlerBrief, Negative Reverse Selling, Sandler Pain Funnel, the Sandler Submarine (words and design), No Guts, No Gain!, Sandler’s Professional Advantage, Sandlerworks!, Sandler Training Certification (with design), Sandler Sales Bronze Certified (with design), Sandler Sales Silver Certified (with design), Sandler Sales Gold Certified (with design), Sandler Sales Master Certified (with design), Sandler Instructor Certified (with design), Tactics for Sales Professionals, Tactics for Sales Management Professionals and How to Succeed are Marks owned by Sandler and its affiliates.

 

Intellectual Property Rights

The Site and Content (including but not limited to Downloadable Content) are protected by copyright, trademark, and other intellectual property laws. Any unauthorized use of any trademarks, trade dress, copyrighted materials, or any other intellectual property belonging to Sandler or any third party is strictly prohibited and may be prosecuted to the fullest extent of the law.

Copyright © 2022 Sandler Systems, LLC. All rights reserved.

 

Feedback

If you submit comments or feedback to us regarding the Site, its Content or our products or services (“Feedback”), we may use such Feedback without attribution or compensation to you in accordance with our Privacy Policy.

 

Creating an Account

In order to use certain features of our Site or receive certain Content from Sandler, you must create an account through the Site.  You are responsible for all activities that occur under your account.  You are responsible for keeping your password and any other verification information used to sign-in to your account confidential.  Do not share your account or passwords with any other person.  Each person using an account must use their own separate log-in information.  Do not access or attempt to access any account that is not yours.  If you believe that your account has been compromised, you must immediately contact us. We may disable any account at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms. Be careful when accessing your account on a shared computer, public computer or over an unsecured connection because that increases the risk of fraudulent activity.

 

Store, Products and Purchase Terms

We display certain Sandler products, courses, webinars, trainings, trade shows, services and materials (collectively, “Products“) on our Site, some of which are available for purchase and some of which are available at no cost. Such Products are subject to availability, may not be available for immediate delivery or may not be offered in your area.  Displayed Products on the Site are not offers to you.  The purchase and sale of Products may be subject to additional terms and conditions of sale.  Products are subject to change without notice at any time.  We reserve the right to limit the quantities of any Products that we offer and we reserve the right to modify or discontinue any Product at any time. Prices for and descriptions of our Products on the Site are subject to change at any time without notice at our sole discretion.

 

Career Opportunities

The Site allows you to apply for certain career opportunities offered by Sandler. You must not upload or send us a resume or any other materials for any person other than yourself. You warrant that all information contained in any resume or other materials you provide is current, accurate, and complete. Your submission of a resume or other materials does not in any way require Sandler to review those materials or consider you for employment. Career opportunity descriptions on the Site are subject to change at our sole discretion without notice.

 

Franchisees and Strategic Partnerships

If you submit information to us regarding your interest in learning more about becoming a franchisee or Sandler strategic partner, you represent that all information you submit to us is current, accurate and complete.  Additional terms and conditions will apply if you apply for and/or become a franchisee or  a strategic partner with Sandler.

 

Restrictions on your Use of the Site

Except as otherwise expressly stated elsewhere in these Terms:

  • You shall not copy, duplicate, reproduce, sell, publish, post, license, rent, distribute, modify, translate, adapt, reverse-engineer, or create derivative works of the Site or Content without our prior written consent.  Without limiting the foregoing, you shall not copy, or use a copy of, this Site or any of its Content without our prior written consent.
  • You shall not use the Site for unlawful purposes.
  • You shall not submit inaccurate, incomplete, or out-of-date information via the Site, or commit fraud or falsify information in connection with your use of the Site.
  • You shall not engage in data mining or similar data gathering or extraction activities from the Site.  You shall not use the Site to harvest email addresses, names or other information of the users of the Site or to spam other users of the Site.
  • You shall not access, use, or copy any portion of the Site or Content, including through the use of indexing agents, spiders, scrapers, bots, web crawlers, or other automated devices or mechanisms.
  • You shall not use the Site to post, transmit, input, upload, or otherwise provide any information or material that contains any viruses, worms, Trojan horses, malware, ransomware, adware, or other harmful computer code that may disable, damage, impair, or otherwise interfere with the Site, the servers used to make the Site available, or any other network, computers, hardware, software or systems (“Virus“).
  • You shall not engage in activities that aim to render the Site or associated services inoperable or to make their use more difficult.
  • You will not access the Site for the purpose of engaging in competitive activities with us or our affiliates and franchisees.
  • You shall not:  (i) use or attempt to access an account or passwords that are not yours, (ii) misrepresent your identity in any way, (iii) intercept messages without permission, or (iv) use our computing resources beyond your authorization.
  • You shall not frame, mirror or circumvent the navigational structure of any part of the Site.
  • You shall not upload, distribute, transmit, or post anything to or through the Site that: (i) is fraudulent, libelous, obscene, pornographic, indecent, violent, offensive, hate speech, harassing, threatening, defamatory, harms another person, or the like; (ii) invades the privacy of another or includes the confidential or proprietary information of another; or (iii) is protected by intellectual property rights without the express prior written consent of the owner of such intellectual property rights.
  • You shall not engage in any conduct while using the Site that we consider inappropriate, unauthorized, or contrary to the intended purpose of the Site.

 

Social Media

Links to our social media pages may be included on the Site (“Social Media Pages“).  Because anyone may post or tag on Social Media Pages, posts do not necessarily reflect our views.  We reserve the right to remove anything from our Social Media Pages, in our sole discretion.  We may also take steps to block users from access to our Social Media Pages who violate these Terms.  If we follow, like, re-tweet, favorite, share, or re-post an individual’s content on our Social Media Pages, that is not an endorsement of that third party or any service or company they represent.

 

NO WARRANTY

THE SITE AND CONTENT ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITHOUT ANY WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SANDLER EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND COVENANTS OF ANY KIND WITH RESPECT TO THE SITE AND CONTENT, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM STATUTE, COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE IN TRADE. SANDLER MAKES COMMERCIALLY REASONABLE EFFORTS TO ENSURE THAT CONTENT ON THE SITE IS ACCURATE AND RELIABLE, BUT NEITHER ACCURACY NOR RELIABILITY ARE GUARANTEED.  SANDLER DOES NOT WARRANT OR GUARANTEE THE QUALITY, COMPLETENESS, TIMELINESS, OR AVAILABILITY OF THE SITE OR CONTENT. SANDLER DOES NOT WARRANT OR GUARANTEE THAT THE SITE OR CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ANY DEFECTS IN THE SITE OR CONTENT WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS THAT MAKE THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL CONDITIONS OR COMPONENTS. WE DO NOT WARRANT OR ENDORSE ANY THIRD-PARTY CONTENT. YOU AGREE THAT SANDLER IS NOT LIABLE TO YOU OR ANYONE ELSE FOR VIRUSES RECEIVED FROM OR THROUGH THE SITE OR CONTENT.

THE LAWS OF CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES, REPRESENTATIONS OR COVENANTS, AND IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU.

THE CONTENT ON OUR SITE IS PROVIDED FOR GENERAL INFORMATION ONLY. IT IS NOT INTENDED TO AMOUNT TO ADVICE ON WHICH YOU SHOULD RELY. YOU MUST OBTAIN PROFESSIONAL OR SPECIALIST ADVICE BEFORE TAKING, OR REFRAINING FROM, ANY ACTION ON THE BASIS OF THE CONTENT ON OUR SITE.

 

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SANDLER OR ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, OR AGENTS, (TOGETHER, “SANDLER PARTY(IES)”) BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL LOSS OR DAMAGE, ARISING OUT OF OR IN CONNECTION WITH THE SITE OR CONTENT, OR YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE OR CONTENT, REGARDLESS OF THE FORM OF ACTION, WHETHER THE CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, WARRANTY, OR OTHERWISE, AND EVEN IF A SANDLER PARTY HAS EXPRESS KNOWLEDGE OF THE POSSIBILITY OF THE LOSS OR DAMAGE. YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP ACCESSING AND USING THE SITE OR CONTENT. 

WITHOUT LIMITING THE PREVIOUS PARAGRAPH, IN NO EVENT WILL THE AGGREGATE LIABILITY OF THE SANDLER PARTIES ARISING OUT OF OR IN CONNECTION WITH THE SITE OR CONTENT, OR YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE OR CONTENT, OR THESE TERMS, EXCEED $100 U.S.D., EVEN IF ANY REMEDY PROVIDED FAILS OF ITS ESSENTIAL PURPOSE. 

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

 

INDEMNIFICATION

YOU SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS THE SANDLER PARTIES FROM AND AGAINST ALL LOSSES, CLAIMS, LIABILITIES, DEMANDS, COMPLAINTS, ACTIONS, DAMAGES, JUDGMENTS, SETTLEMENTS, FINES, PENALTIES, EXPENSES, AND COSTS (INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS’ FEES) THAT ARISE OUT OF OR IN CONNECTION WITH (A) YOUR VIOLATION OF APPLICABLE LAWS, (B) YOUR USE OR MISUSE OF THE SITE OR ANY CONTENT, (C) YOUR BREACH OF THESE TERMS OR ANY OTHER TERMS ON THE SITE, AND (D) CLAIMS RELATING TO DOWNLOADABLE CONTENT OR UPLOADED MATERIALS.  WE RESERVE, AND YOU GRANT TO US, THE EXCLUSIVE RIGHT TO ASSUME THE DEFENSE AND CONTROL OF ANY MATTER SUBJECT TO INDEMNIFICATION BY YOU (SUBJECT TO YOUR CONTINUING INDEMNIFICATION OBLIGATIONS HEREIN).

 

Third Party Websites and Content

The Site may link to, or be linked to, websites not maintained or controlled by Sandler. Those links are provided as a convenience and Sandler is not responsible for examining or evaluating the content or accuracy of, and does not warrant or endorse, any third-party website or any products or services made available through those websites. Please take care when leaving the Site to visit a third-party website. You should read the terms of use and privacy policy for each website that you visit.  For example, when you apply to work for Sandler, use Evernote, view certain news articles, listen to podcasts, sign-up for events or purchase event hotel accommodations, you are doing so on a third-party website that we do not own or control.

The Site also contains certain third-party Content.  We provide third-party Content for your convenience, not as an endorsement.  The presence of third-party Content does not mean that Sandler has reviewed the third-party Content or that there is any association between Sandler and any third party.  You access third-party Content at your sole risk.  Sandler has no responsibility for any third-party Content.  Nothing in these Terms grants you any rights to any third-party Content.

The Site contains videos and embedded content provided by YouTube, including visible content and/or feeds scripts embedded in the Sites’ code. YouTube may collect data about how you interact with such content.  Specifically, our use of YouTube content requires us to implement certain application programming interfaces (APIs) from YouTube, which allow for data collection, disclosure and use by YouTube pursuant to the Google Privacy Policy available here.  By watching the videos and interacting with such content, you agree to the collection and use of such data.  You may revoke YouTube’s access to your data by visiting the Google security settings page available here.

 

Compliance with Laws

When you use the Site, you are responsible for complying with all applicable laws, regulations, and policies of all relevant jurisdictions, including all applicable rules regarding online conduct.

 

Children’s Information

The Site is not directed at children under the age of eighteen (18) years old.  If you are under eighteen (18) years old, you must immediately stop using the Site.

 

Termination

If you violate applicable laws or these Terms, you are immediately prohibited from further use of the Site or Content, and we may restrict your access to the Site, the Content or your account.  Sandler may suspend or terminate the Site, any Content or your account, in whole or in part, at any time in its sole discretion for any reason.  Sandler is not liable to you or anyone else for any damages arising from or related to Sandler’s suspension or termination of your access to the Site, the  Content or your account, or in the event Sandler modifies, discontinues or restricts the availability of the Site or the Content (in whole or in part).

 

Site Unavailability

Without limiting the generality of the previous section, the Site or Content may be unavailable or limited for various reasons, and we shall not be liable to you for any such unavailability, including without limitation (a) hardware, software, server, network, or telecommunications failures, (b) severe weather, war, riot, act of God, fire, earthquake, strike, labor shortage, etc., (c) regulatory restrictions and other acts of government, (d) interruptions due to utility and power companies, and (e) interruptions due to hacking or other malicious intrusion.

 

Governing Law

Unless otherwise required by applicable law, these Terms, and your access to and use of the Site, are governed by the laws of the State of Maryland, United States without regard to its conflict of laws principles.  Subject to the arbitration clause below, and unless otherwise required by applicable law, venue is exclusively in the state or federal courts, as applicable, located in Baltimore County, Maryland, and the parties expressly agree to the exclusive jurisdiction of those courts.

 

Cooperation with Law Enforcement

Sandler will cooperate with law enforcement if you are suspected of having violated applicable laws.  YOU WAIVE AND HOLD SANDLER AND THE SANDLER PARTIES HARMLESS FOR ANY COOPERATION WITH, OR DISCLOSURE OF YOUR INFORMATION TO, LAW ENFORCEMENT RELATING TO YOUR SUSPECTED VIOLATION OF APPLICABLE LAWS.

 

Assignment

We may assign our rights and delegate our duties under these Terms at any time to any party without notice to you.  You may not assign your rights or delegate your duties under these Terms without our prior written consent.  These Terms inure to the benefit of Sandler’s successors and assigns.

 

Entire Agreement

These Terms, the Privacy Policy, and any terms posted throughout the Site (if any) are the entire agreement between you and Sandler with respect to your access to and use of the Site and its Content, unless otherwise agreed to in a signed writing between you and Sandler.  In the event of a conflict between these Terms and or Privacy Policy, our Privacy Policy will control.

If you, your employer or an organization that you work for has signed a contract with Sandler related to your access and use certain Sandler Products or services, the intention is that these Terms supplement that business contract.  However, in the event of conflict with these Terms, the business contract shall control.

 

Waiver

Sandler’s failure to enforce any provision of these Terms will not constitute a waiver of that provision or any other provision.  Any waiver of any provision of these Terms will be effective only if in writing and signed by Sandler.

 

Severability

If any provision of these Terms is held invalid, void, or unenforceable, that provision will be severed from the remaining provisions and the remaining provisions will remain in full force and effect.  The headings in these Terms are for convenience only and do not affect the interpretation of these Terms.

 

Electronic Communications

These Terms and any other documentation, agreements, notices, or communications between you and Sandler may be provided to you electronically to the extent permissible by law.  Please print or otherwise save a copy of all documentation, agreements, notices, and other communications for your reference.

 

Arbitration Agreement

YOU AGREE TO RESOLVE ANY DISPUTES ARISING UNDER THESE TERMS OR RELATING TO THE SITE OR ITS CONTENT THROUGH BINDING ARBITRATION, ON AN INDIVIDUAL BASIS, AS SET FORTH BELOW. 

  1. WAIVER.  YOU UNDERSTAND THAT BY AGREEING TO BINDING ARBITRATION ON AN INDIVIDUAL BASIS, (I) YOU ARE GIVING UP YOUR RIGHT TO A TRIAL BY JURY AND (II) YOU MAY NOT BRING A CLAIM AGAINST SANDLER IN A CLASS ACTION LAWSUIT, AND THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN ONE OR MORE PARTY’S CLAIMS IN A CLASS OR PROCEEDING.  In the event a court determines that the foregoing is unenforceable, then such claim must be severed from the arbitration and brought in court, subject to Sandler’s right to appeal.
  2. Good Faith Discussions.  You and Sandler must first attempt to resolve any dispute by good faith discussions or email.  If the parties cannot resolve a dispute with good faith discussions, then either party may submit the dispute to binding arbitration as set forth in these Terms.
  3. Rules.  You and Sandler agree that arbitration will be conducted by the American Arbitration Association (“AAA”) in accordance with its Consumer Arbitration Rules, then in effect and as amended herein (the “Rules”).  The Rules can be found at:  https://www.adr.org/Rules.  You and Sandler agree that this agreement to arbitrate involves a transaction of interstate commerce and therefore the Federal Arbitration Act will govern the interpretation and enforceability of this agreement to arbitrate.
  4. Initiating a Claim.  The party desiring to initiate arbitration must provide the other party a Demand for Arbitration in accordance with the Rules and the parties will thereafter mutually agree upon the arbitrator.  If the parties cannot agree upon the arbitrator within ten (10) days, an arbitrator will be appointed in accordance with the Rules.
  5. Arbitrator.  Arbitration shall be before one (1) arbitrator who shall have exclusive authority to resolve any disputes arising under these Terms or with regard to the Site, including as to the enforceability and/or formation of this agreement to arbitrate made between you and Sandler.
  6. Location.  You agree that arbitration shall take place exclusively in Baltimore County, Maryland.  However, where the disclosed claims or counterclaims do not exceed $25,000, the dispute may be resolved by the submission of documents only/desk arbitration (see the Rules for more details).  Either party may, however, ask for a hearing, or the arbitrator may decide a hearing is necessary.
  7. Time Limit.  Any claim by you arising in connection with the Site must be commenced by you within one (1) year of the dispute giving rise to the claim.
  8. Confidentiality.  The arbitration and information disclosed during arbitration may not be disclosed to any third-party except as required by law.  The parties will not make any comments or announcements to the public about the subject matter or outcome of any arbitration.
  9. The Arbitrator’s Decision.  The arbitrator’s decisions and judgment will be final and binding on the parties, but will have no precedential effect.  The arbitrator shall not have the authority to award damages outside of those set forth in these Terms.
  10. Costs and Expenses.  Each party shall pay their own expenses and fees, including their own attorneys’ fees, arising from arbitration, unless the arbitrator determines that your claims were improper or frivolous, in which case the arbitrator may require you to reimburse us for certain fees and expenses in accordance with the Rules.
  11. Exceptions.  Notwithstanding anything to the contrary herein, you and Sandler each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s intellectual property rights.

 

Terms Applicable to New Jersey Customers

No provision in these Terms shall apply to any consumer in New Jersey if the provision limits remedies for (i) negligence, (ii) products liability claims, (iii) the punitive damages laws, (iv) the New Jersey Uniform Commercial Code, or (v) failure to reasonably protect against harm arising from certain criminal acts of third parties (e.g., computer hacking and identity theft).  The provisions of these Terms concerning the exclusion or limitation of certain damages are not applicable in New Jersey with respect to statutory damages, punitive damages, loss of data, and loss of or damage to property.  Sandler reserves all rights, defenses, and permissible limitations under the laws of New Jersey and under the laws of your state of residence.

Contact Us.  If you have any questions or concerns regarding these Terms, contact us at:

Sandler Systems, LLC
Attn: Legal Counsel

300 Red Brook Blvd, Suite 400

Owings Mills, Maryland 21117

United States

(410) 559-2020

[email protected]