This Agreement applies only to the Service specified here and not to any other products, services, or other offerings from Smartsheet Inc. or its subsidiaries.
Welcome, and thank you for your interest in Artefact Product Group LLC, operating as 10,000ft (“10,000ft,” “we,” or “us”) and our website at www.10000ft.com, services at app.10000ft.com and insights.10000ft.com along with our related websites, networks, applications, APIs, mobile applications, and other services provided by us (collectively, the “Service”). These Terms of Service are a legally binding contract between you and 10,000ft regarding your use of the Service.
PLEASE READ THE FOLLOWING TERMS CAREFULLY.
If you are not eligible, or do not agree to the Terms, then you do not have our permission to use the Service. YOUR USE OF THE SERVICE, AND 10,000FT’S PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY 10,000FT AND BY YOU TO BE BOUND BY THESE TERMS.
ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 16, you agree that disputes arising under these TERMS will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND 10,000FT ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. (See Section 16).
1. Service Overview
10,000ft is a web-based solution for project and portfolio management. The Services are designed to enable teams to manage project timelines, budgets, resource management and business analytics. You may import and export your User Content between the Services and certain Third-Party Platforms through supported integrations or APIs.
You must be at least 18 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old; (b) you have not previously been suspended or removed from the Service; and (c) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms, and you will be responsible for all charges incurred on your account.
3. Accounts and Registration
To access the web application functionality of the Service, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself, such as your name, email address, or other contact information. You agree that the information you provide to us is accurate and that you will keep it accurate and up-to-date at all times. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you must immediately notify us.
4. General Payment Terms
After any trial period, continued access to the Service will require you to pay a subscription fee. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged on the billing page in the application. All fees are in U.S. Dollars and are non-refundable.
4.1 Price. 10,000ft reserves the right to determine pricing for the Service. 10,000ft will make reasonable efforts to keep pricing information published on the website for both 10,000ft Plans and 10,000ft Insights. We encourage you to check our website periodically for current pricing information. 10,000ft may change the fees for any feature of the Service, including additional fees or charges, if 10,000ft gives you advance notice of changes before they apply. Pricing changes will apply on an on-going basis, but will not change the portion of the Service for which you have already pre-paid for the remainder of the term for which you have already paid. 10,000ft, at its sole discretion, may make promotional offers with different features and different pricing to any of 10,000ft’s customers. These promotional offers, unless made to you, will not apply to your offer or these Terms.
4.2 Free Trial. 10,000ft may, in its sole discretion, offer a free trial version of the Service. If you access the trial version of the Service, your access to the Service will automatically terminate at the end of the trial period. Unless you have purchased a subscription prior to the expiration of the trial period, all of your User Content (as defined below) may be deleted upon the expiration of the trial period.
4.3 Authorization. You authorize 10,000ft to charge all sums for the orders that you make and any level of Service you select as described in these Terms or published by 10,000ft, to the payment method specified in your account. You are responsible for all taxes, processing fees, and foreign transaction fees associated with your payment for the Services. If you pay any fees with a credit card, 10,000ft may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase. You may update your credit card information by entering updated credit card information in the “Billing” page in your Account Settings page. Any update to your credit card may take up to 48 hours to take effect. You may request approval to be invoiced for fees associated with the Service, to be approved at 10,000ft’s sole discretion, by contacting us here.
4.4 Subscription Service. The Service may include automatically recurring payments for periodic charges (“Subscription Service”). If you activate a Subscription Service, you authorize 10,000ft to periodically charge, on a going-forward basis and until cancellation of either the recurring payments or your account, all accrued sums on or before the payment due date for the accrued sums, or to invoice you for a set Subscription Fee (as defined below) in advance of your chosen subscription period. If you choose to be invoiced, payment is due within 30 days of your receipt of invoice. The “Subscription Billing Date” is the date when you purchase your first subscription to the Service. For information on the “Subscription Fee”, please see our pricing page for 10,000ft Plans or 10,000ft Insights. You acknowledge that you may also be charged additional fees for added features or overage fees for the prior month. If you choose to pay automatically by credit card, your account will be charged automatically on the Subscription Billing Date all applicable fees for the next subscription period and any additional accumulated for the previous month. If you choose payment by invoice, you will be invoiced for any additional fees for the month at the end of each month. The subscription will continue unless and until you cancel your subscription or we terminate it. You must cancel your subscription before it renews in order to avoid billing of the next periodic Subscription Fee to your account. If you activate a yearly Subscription Service, you must provide notice of termination 30 days prior to the expiration of the then-current subscription term to avoid being charged for an additional renewal term. We will bill the periodic Subscription Fee to the payment method you provide to us during registration (or to a different payment method if you change your payment information) or invoice to the billing contact information you have provided. You may cancel the Subscription Service by clicking on the link to “cancel” from the application’s billing page and following the instructions or by contacting us here.
4.5 Delinquent Accounts. Upon your non-payment fees as of the Subscription Billing Date leading to overdue fees, 10,000ft may in its sole discretion, choose to: (a) invoice you directly for the overdue fees; (b) continue billing the payment method of file once it has by updated by you; and (c) suspend or terminate access to the Service for any account for which any amount is due but unpaid. In addition to the amount due for the Service, a delinquent account will be charged with fees or charges that are incidental to any chargeback or collection of any the unpaid amount, including collection fees and a service charge equal to 1.5% of the overdue amount or the maximum amount allowed by law, whichever is less.4.6 Additional Services. You may request that 10,000ft provide professional consulting services or training services. Any professional services provided by 10,000ft will be governed by a separate services agreement entered into by you and 10,000ft.
5.1 Limited License. Subject to your complete and ongoing compliance with these Terms, 10,000ft grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service. Additionally, 10,000ft grants you a limited, non-exclusive, non-transferable, not-sublicensable, revocable license to access the 10,000ft application programming interface (“API”) using the API key provided 10,000ft to import and export data from the Service.
5.2 License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, or publicly perform the Service; (b) make modifications to the Service; (c) reverse-engineer or otherwise attempt to use the API other than as intended by these Terms; or (d) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, you may not use it.
5.3 User Support Materials. Materials for use of the API, including documentation and sample source code are available through our Github repository, available athttps://github.com/10Kft/10kft-api (“Support Materials ”). All Support Materials are contributed by other users of the Service and are governed by the license specified in the repository. 10,000ft does not control the Support Materials provided in the repository, and makes no representation or warranty that the Support Materials contributed by other users of the Service are appropriate for any purpose, fully functional, or are not harmful. Your use of any Support Materials is at your own risk.
5.4 Feedback. If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant 10,000ft an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services.
6. Ownership; Proprietary Rights
The Service is owned and operated by 10,000ft. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (“Materials”) provided by 10,000ft are protected by intellectual property and other laws. All Materials included in the Service are the property of 10,000ft or its third party licensors. Except as expressly authorized by 10,000ft, you may not make use of the Materials. 10,000ft reserves all rights to the Materials not granted expressly in these Terms.
7. Third Party Services and Linked Websites
7.2 Third Party Service and Linked Websites.10,000ft may provide tools through the Service that enable you to transfer information, including User Content, to third party services. By using one of these tools, you agree that 10,000ft may transfer that information to the applicable third party service. Third party services are not under 10,000ft’s control, and, to the fullest extent permitted by law, 10,000ft is not responsible for any third party service’s use of your exported information. 10,000ft does not guarantee that the Services will maintain integrations with any Third-Party Platform and 10,000ft may disable provided integrations of the Services with any Third-Party Platform at any time.7.2 Third Party Software. The Service may include or incorporate third party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components (“Third Party Components”). Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third Party Components under the applicable third party licenses or to limit your use of Third Party Components under those third party licenses.
8. User Content
8.1 User Content Generally. Certain features of the Service may permit users to upload content to the Service, including images, data, text, and other types of information (“User Content”) and to publish User Content on the Service. You retain any copyright and other proprietary rights that you may hold in the User Content that you post to the Service.
8.3 Limited License Grant to Other Users. By providing User Content to or via the Service to other users of the Service, including those in your organization’s account, you grant those users a non-exclusive license to access and use that User Content as permitted by these Terms and the functionality of the Service.
8.4 User Content Representations and Warranties. 10,000ft disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Service. By providing User Content via the Service, you affirm, represent, and warrant that:a. you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize 10,000ft and users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by 10,000ft, the Service, and these Terms;b. your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) 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; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause 10,000ft to violate any law or regulation; andc. your User Content could not be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.
9. License to Name/Marks
As a paid subscriber, you hereby grant 10,000ft the right to use your organization’s name and trademarks on 10,000ft’s website and in its marketing materials to indicate your organization as a 10,000ft customer for as long as you are a current customer.
10. Prohibited Conduct
BY USING THE SERVICE YOU AGREE NOT TO:
a. use the Service for any illegal purpose or in violation of any local, state, national, or international law;
b. violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;
c. interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
d. interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Service; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;
e. access the Service (including as a free trial) in order to create products or services that compete with 10,000ft.
f. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying your age or date of birth;
g. sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 6) or any right or ability to view, access, or use any Materials; orh. attempt to do any of the acts described in this Section 9 or assist or permit any person in engaging in any of the acts described in this Section 9.
11. Modification of these Terms
We reserve the right to change these Terms on a going-forward basis at any time. If we make a material change to these terms, we will give you reasonable notice prior to the change taking effect, either by emailing the email address associated with your account or by messaging you through the Service. If a change to these Terms materially modifies your rights or obligations, you will be required to accept the modified Terms in order to continue to use the Service. Material modifications are effective upon your acceptance of the modified Terms, including upon the renewal of your subscription. Immaterial modifications are effective upon publication.If you object to any material changes to these Terms and have pre-paid for your account, you may terminate your account and continue to use the product under the previous terms for the remainder of your pre-paid term. Renewing your account will automatically subject you to the new terms. Except as expressly permitted in this Section 10, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
12. Term, Termination and Modification of the Service
12.1 Term. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Service, and ending when terminated as described in Section 12.2.
12.2 Termination. If you violate any provision of these Terms, your authorization to access the Service and these Terms automatically terminate.In addition, 10,000ft may, at its sole discretion terminate or suspend these Terms or your account if you have access to the service via a free trial, at any time for any or no reason with or without notice.You may terminate your account and these Terms at any time by clicking on the “Cancel” link in the billing section of the application and following the instructions or by contacting customer service here.
12.3 Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you will no longer be authorized to access your account or the Service; (c) you must pay 10,000ft any unpaid amount that was due prior to termination; and (d) all payment obligations accrued prior to termination and Sections 5.3, 6, 8.2, 12.3, 13, 14, 15, 16, and 17 will survive. You will not be entitled to any refund of pre-paid fees if you terminate these Terms other than due to 10,000ft’s breach. Provided this these Terms were not terminated due to your breach, you may retain and use internal copies of all reports exported from the Service prior to termination. You acknowledge that following termination you will have no further access to any User Content input into the Service, and that 10,000ft may delete any such data as may have been stored through the Service at any time.
12.4 Modification of the Service. 10,000ft reserves the right to modify the Service at any time (including by limiting or discontinuing minor features or functionality of the Service), temporarily or permanently, without notice to you. 10,000ft will have no liability for any change to the Service.
12.5 Discontinuation of the Service. If you prepaid for the Service, and 10,000ft terminates all of the Service or discontinues to operate as a business, other than due to your violation of these Terms, 10,000ft will provide a pro-rata refund for the remaining portion of the pre-paid subscription and give you access to your data for 90 days.
To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend and indemnify Artefact Product Group, operating as10,000ft, and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “10,000ft Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Service; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
14. Disclaimers; Limited Warranty
14.1 Limited Warranty For the benefit of our paying customers, 10,000ft warrants, that our Service will substantially conform with the products advertised on our website www.10000ft.com. Our sole liability (and Customer's sole and exclusive remedy) for any breach of this warranty will be, at no charge to Customer, for 10,000ft to use commercially reasonable efforts to correct the reported non-conformity or provide a reasonable workaround. If 10,000ft determines such remedy to be impracticable, either party may terminate the applicable Subscription Term and Customer will receive as its sole remedy a refund of any fees pre-paid for use of such Service for the terminated portion of the applicable Subscription Term. The limited warranty set forth in this Section 14.1 will not apply: (i) unless Customer makes a claim within thirty (30) days of the date on which Customer first noticed the non-conformity, (ii) if the error was caused by misuse, unauthorized modifications or third-party hardware, software or services, or (iii) to use provided on a no-charge, trial or evaluation basis.
14.2 Warranty Disclaimer EXCEPT FOR THE LIMITED WARRANTY PROVIDED IN SECTION 14.1, THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. 10,000FT DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. 10,000FT DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE PERFORMANT, UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND 10,000FT DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR 10,000FT ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE 10,000FT ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE).
THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. 10,000ft does not disclaim any warranty or other right that 10,000ft is prohibited from disclaiming under applicable law.
15. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE 10,000FT ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY 10,000FT ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
EXCEPT AS PROVIDED IN SECTION 16.4(iii) AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE 10,000FT ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO 10,000FT FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO CLAIM; OR (B) $100.
EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 15 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
16. Dispute Resolution and Arbitration
16.1 Generally. In the interest of resolving disputes between you and 10,000ft in the most expedient and cost effective manner, and except as described in Section 16.2, you and 10,000ft agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND 10,000FT ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
16.2 Exceptions. Despite the provisions of Section 16.1, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.
16.3 Arbitrator. Any arbitration between you and 10,000ft will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting 10,000ft. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
16.4 Notice of Arbitration; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). 10,000ft’s address for Notice is: Artefact Product Group, dba 10,000ft, 619 Western Ave., Suite 500, Seattle, WA 98105. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or 10,000ft may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or 10,000ft must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by 10,000ft in settlement of the dispute prior to the award, 10,000ft will pay to you the higher of: (i) the amount awarded by the arbitrator; or (ii) $10,000.
16.5 Fees. If you commence arbitration in accordance with these Terms, 10,000ft will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in King County, Washington, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse 10,000ft for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
16.6 No Class Actions. YOU AND 10,000FT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and 10,000ft agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
16.7 Modifications to this Arbitration Provision. If 10,000ft makes any future change to this arbitration provision, other than a change to 10,000ft’s address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to 10,000ft’s address for Notice of Arbitration, in which case your account will be closed for future renewal and the original terms shall apply for the remainder of your pre-paid term. If you choose to renew the account, the new terms will go into effect.
16.8 Enforceability. If Section 16.6 is found to be unenforceable or if the entirety of this Section 16 is found to be unenforceable, then the entirety of this Section 16 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in Section 17.1 will govern any action arising out of or related to these Terms.
17. General Terms
17.1 Governing Law. These Terms are governed by the laws of the State of Washington without regard to conflict of law principles. You and 10,000ft submit to the personal and exclusive jurisdiction of the state courts and federal courts located within King County, Washington for resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in Washington, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.
17.4 Additional Terms. Your use of the Service is subject to all additional Terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
17.6 Contact Information. The Service is offered by Artefact Product Group, dba 10,000ft, located at 619 Western Ave., Suite 500, Seattle, WA 98104. You may contact us by sending correspondence to that address or by completing this form. You can access a copy of these Terms anytime on this website. www.10000ft.com/legal.
17.7 Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
17.8 Support. During the Subscription Term of the Service, 10,000ft will provide end user support in accordance with the plan your team has selected. Information about our support offering can be found at http://www.10000ft.com/plans/support.