Last Updated on 18 August, 2020.

These Terms & Conditions of Service (the “Terms”) are effective immediately upon users accessing or otherwise using any part of the Service and creating an Account.

PLEASE NOTE: THESE TERMS INCLUDE DISPUTE RESOLUTION PROVISIONS (SEE SECTION 13) THAT, WITH LIMITED EXCEPTIONS, REQUIRE THAT (1) CLAIMS YOU BRING AGAINST KLĒN BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND (2) YOU WAIVE YOUR RIGHT TO BRING OR PARTICIPATE IN ANY CLASS, GROUP, OR REPRESENTATIVE ACTION OR PROCEEDING.

These Terms govern your access to and use of our products and services, including those offered through our Site, mobile applications, and communications, and your general use of our Site (collectively, the “Service”). By accessing or otherwise using the Service, you (referred to as a “User”, “you” or “your”) are agreeing to these Terms, which form a legally binding contract between you and  Klēn Inc., a Delaware corporation with its headquarters in 251 Little Falls Drive, Wilmington, Delaware 19808 (together with its affiliates, “Klēn”, “we”, “us”, and “our”).

IF YOU ARE UNWILLING OR UNABLE TO BE BOUND BY THE TERMS, YOU MUST NOT ACCESS THE SERVICE AND IMMEDIATELY CEASE USING THE SERVICE IN ANY WAY.     

If you are a Business customer of Klēn, these Terms do not apply to you.  Please refer to the agreement accessible via your Business account.

1) DEFINITIONS

The following terms shall have the following meanings in these Terms:

  • Account” means any account of a User.
  • Business” means an establishment registered with Klēn which you can publish Your Content about through the Service, including restaurants, bars, hotels and other retail and leisure facilities.
  • Content” means text, images, photos, audio, video, and all other forms of data or communication.
  • Derivative Works” means any data, results, reports, insights, recommendations, information or other works developed, derived or otherwise created.
  • Klēn Chat”:  means the chat function which allows you to have one-on-one conversations with Businesses.
  • Klēn Content” means Content that we create and make available in connection with the Service.
  • Klēn Score” means the score you, as a User, provide to a Business after visiting, accessing or otherwise using the services of the Business.
  • Service Content” means all of the Content that is made available in connection with the Service, including Klēn Content and Third Party Content, but excluding Your Content.
  • Site” means the Klēn’s consumer website (www.klēn.io and related domains) and Klēn’s mobile applications.
  • Third Party Content” means Content that originates from parties other than Klēn or a User, which is made available in connection with the Service
  • Your Content” means the Klēn Score and Content that is publicly submitted or transmitted by you to, through, or in connection with, the Service, such as ratings, reviews, photos, videos, compliments, invitations, check-ins, votes, friending and following activity, direct messages, and non-confidential information that you contribute to your user profile or suggest for a Business.

2) CHANGES TO THE TERMS

We may modify the Terms from time to time. The most current version of the Terms will be available on the Site. You understand and agree that your access to or use of the Service is governed by the Terms effective at the time of your access to or use of the Service. If we make material changes to these Terms, we will notify you by email, by posting a notice on the Site, and/or by another method we deem suitable prior to the effective date of the changes. We will also indicate at the top of this page the date that such changes were last made. You should revisit these Terms on a regular basis as revised versions will be binding on you. You understand and agree that your continued access to or use of the Service after the effective date of changes to the Terms represents your acceptance of such changes.

3) CONTACT

If you have any questions about the Service, your Account, the Site or these Terms, please contact us via our Site, by emailing us at contact@klen.io, or write to us at the following address: Klēn Inc, Attn: Compliance Department
2795 East Bidwell Street, Suite 100-167, Folsom, CA 95630, USA.

4) TRANSLATION

We may translate these Terms into other languages for your convenience. Nevertheless, the English version governs your relationship with Klēn, and any inconsistencies with the translated versions will be resolved in favor of the English version.

5) USING THE SERVICE

  1. Eligibility. To access or use the Service, you must have the requisite capacity, power and authority to enter into these Terms, and you must be at least 13 years of age.  The age of majority may be older than 13 in the country you are located in, in which case, you must satisfy that age in order to use the Service.  No one under the age of 13, or the applicable majority age if higher, shall use the Service.  You may not access or use the Service if we have previously banned you from the Service or closed your Account.  
  2. Operating System. The Service requires your device to be operating with at least version iOS 10 (for Apple devices) and Android 4 (for Android devices) with a minimum of 200 MB of memory.
  3. Permission to Use the Service. We grant you permission to use the Service subject to your compliance at all times with these Terms and applicable laws. If at any time while using our Service we believe you have breached, or will breach, these Terms or any applicable law, we have the right to immediately investigate the potential violation and take appropriate action at our sole discretion, including terminating or suspending your access to the Service.  If you believe another User has violated these Terms, please contact us and we will determine whether it is appropriate to investigate or not.
  4. Your Risk. Your use of the Service is at your own risk, including the risk that you might be exposed to Content that is offensive, indecent, inaccurate, objectionable, incomplete, fails to provide adequate warning about potential risks or hazards, or is otherwise inappropriate.
  5. Service Availability. The Service may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.  We will endeavor however to communicate any known material interruption of the Service to you in advance.  
  6. Privacy. We will process any personal data you provide us pursuant to the Services in accordance with applicable data privacy laws and regulations.  For further information about our data privacy policies and procedures, please see our Privacy Policy https://klen.io/privacy-policy/
  7. Account Set Up. You must create an Account in order to receive the Service.  To do this, there is certain information which you must provide us, and there is further information you may choose to provide about yourself that we may request in order to be able use certain of the features that are offered through the Service. You warrant that any information you provide for your Account will be complete, valid and accurate, and you will update this information as soon as reasonably practicable upon becoming invalid or out of date.  For further information on the types of personal data collected for your Account, please see our Privacy Policy https://klen.io/privacy-policy/ .
  8. Account Security. You are responsible for maintaining the confidentiality of your Account credentials including your password and username. You are also responsible for all activities that occur in connection with your Account, including with respect to any unauthorized use of the Service. You agree to notify us immediately using the details provided above of any unauthorized use or access of your Account or your Account credentials. 
  9. Fraudulent Accounts.  When creating an account, you may not impersonate someone else, provide an email address other than your own, create multiple Accounts for yourself, or transfer your Account to another person without Klēn’s prior approval.
  10. Your Account. A User’s Account is for that User’s personal, non-commercial use only, and you may not create or use an Account for anyone other than yourself. 
  11. Necessary Communications from Klēn. In your access or use of the Service, you will receive certain necessary communications from Klēn through the Service, or through any other means such as emails, push notifications, text messages (including SMS and MMS). These communications may be in relation to your Account set up or Account usage, or to facilitate the connection between you and a Business that wants to communicate with you.  
  12. Optional Communications from Klēn and Others: We will ask your consent to receive other, non-essential, communications from third parties and Klēn, including in relation to suggested Businesses to visit based on your preferences or to offer you rewards.  For further information on what communications are necessary for the Service and those which are not, please see our Privacy Policy https://klen.io/privacy-policy/.
  13. Your Location. Before you can publicly post Your Content through the Service in relation to a Business, we must confirm you actually attended the Business and used it services.  We do this to limit the number of false or spam Klēn Scores or comments made about Businesses.  To confirm your attendance, we require access to the location settings on your device.  Without such access, you will not be able to fully use the Service.  You can stop us accessing your location at any time by changing your Account and/or device settings.  
  14. Device Functions. To operate the Service efficiently and to the best of its potential ability and functionality, we require access to the following data and functions on your device: network (cellular data and WiFi); phone book and contacts; photos, images and videos; camera; microphone; location (as discussed above); documents; and storage. We will ask your consent before accessing each such data set and function on your device. If you provide your consent with respect to a data set or function, we will remember this and not ask you again with respect to the same data set or function. You can withdraw your consent at any time by accessing your Account and/or via the settings of your device.
  15. Rewards. Your use of the Service may entitle you to receive certain rewards from us.  For more information, please see our Rewards Policy.
  16. KlēnChat.  We will make the Klēn Chat function available to you as part of the Service.  We will anonymize and store the conversations and, if necessary, use the anonymized conversations to create Derivative Works.  We will not monitor or use the conversations you have through the Klēn Chat for any other purpose.

6) CONTENT AND THE KLĒN SCORE

  1. Klēn Score. When you provide a Business with a Klēn Score, you must be provide a true and accurate view as to whether the Business has been truthful and transparent in its preparedness as is displayed on its public page in the Service.  If, in our sole view and discretion, you are abusing your use of the Service and providing false or misleading Klēn Scores, we retain the right to immediately suspend or terminate your access to the Service. For information on how the Klēn Score works, please see here https://klen.io/app/
  2. Responsibility for Your Content. You alone are responsible for Your Content, and once posted on the Service, it cannot always be withdrawn. Your Content must be in accordance with the Content Policy (https://klen.io/content-policy/). You assume all risks associated with Your Content, including anyone’s reliance on its quality, accuracy, or reliability, and any risks associated with the disclosure of confidential, sensitive or other personal information you disclose either belonging to you or another. You represent that you own or have the necessary permissions and rights to use and authorize the use of Your Content as described herein for the purpose of the Service. You may not imply that Your Content is in any way sponsored or endorsed by Klēn. 

You will be solely responsible and liable, including for the losses suffered by us, another User or third party, if Your Content contains material that is false, intentionally misleading, or defamatory; violates any third-party right, including any copyright, trademark, service mark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; contains material that is unlawful or immoral, including illegal hate speech or pornography; exploits or otherwise harms minors; violates or advocates the violation of any law or regulation; or violates these Terms.

  1. Our Right to Use Your Content. We may use Your Content in a number of different ways to provide the Service, including by publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating Derivative Works from it, promoting it, distributing it, and allowing Businesses to do the same in connection with their own websites and media platforms. As such, you hereby irrevocably grant us a worldwide, perpetual, non-exclusive, royalty-free, assignable, sublicensable, transferable license to use Your Content for any purpose related to the Service. Please note that you also irrevocably grant the other Users of the Service and the Businesses the right to access and use Your Content in connection with their use of the Service and their own websites and media platforms. Finally, you irrevocably waive, and cause to be waived, against Klēn and its Users and the Businesses any claims and assertions of moral rights or attribution with respect to Your Content. By “use” we mean use, copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, and prepare Derivative Works of Your Content.
  2. Ownership. As between you and Klēn, you own Your Content and it is subject to the licenses and rights granted above. We own the Klēn Content and the Service, including but not limited to all intellectual property rights therein, visual interfaces, any and all artificial intelligence tools and models, artificial intelligence and natural language processing recommenders, all data science insights and models, all information and content aggregation and data engines, interactive features, graphics, design, compilation (including, but not limited to, our selection, coordination, aggregation, and arrangement of Service Content), computer code, products, software, aggregate Klēn Scores, any Derivative Works we create or develop, and all other elements and components of the Service excluding Third Party Content. 
  3. Restrictions. You may not sell, license, copy, publish, modify, reproduce, distribute, create Derivative Works or adaptations of, publicly display or in any way use or exploit any of the Klēn Content or the Services in whole or in part except as expressly authorized by us. Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in and to the Service and the Klēn Content are retained by us.
  4. Advertising. Klēn and its licensees may publicly display advertisements, paid content, and other information nearby Your Content. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without specific notice to you.
  5. Removing Your Content. If you wish to remove Your Content, you may be able to do so by contacting us using the details provide above in these Terms. We retain the right to refuse to remove Your Content in certain instances.  
  6. Business Content. Any Content about Businesses they display on their public pages on the Site, including their total Klēn Score and the information with respect to their preparedness, does not reflect the opinion of Klēn.  Such Content is created by the Businesses and/or other Users, and Klēn is not responsible for verifying this Content.     
  7. Business Licenses: Klēn does not verify any licenses, consents, approvals or authorizations a Business or its representatives may have or is required to have, and Users should inquire about any such licenses, consents, approvals or authorizations with the Business directly.
  8. Other. Except as required by law, we have no obligation to retain or provide you with copies of Your Content, and we do not guarantee any confidentiality with respect to Your Content. We reserve the right to remove, screen, edit, or reinstate Your Content at our sole discretion for any reason or no reason, and without notice to you.     

7) REPRESENTATIONS AND WARRANTIES

You represent and warrant that you have read and understood any guidelines posted on our Service relating to Your Content, including the Content Policy, and our Privacy Policy. 

You also represent and warrant that you will not, and will not assist, encourage, or enable others to use the Service in violation of our Terms, including the Content Policy and that you will not, and will not assist, encourage, or enable others to use the Service to: 

  1. Post any false, misleading or defamatory review, trade reviews with others, or compensate someone or be compensated to post, refrain from posting, or remove a review;
  2. Violate any third party’s rights, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;
  3. Threaten, stalk, harm, or harass others, or promote bigotry or any form of discrimination;
  4. Promote a business or other commercial venture or event, or otherwise use the Service for commercial purposes;
  5. Send bulk emails, surveys, or other mass messaging, whether commercial in nature or not; engage in keyword spamming, or otherwise attempt to manipulate the Service’s search results, or any third party website;
  6. Solicit information from minors;
  7. Submit or transmit any communication, material or other Content that is illegal, obscene, defamatory, threatening, intimidating, harassing, hateful, racially or ethnically offensive, or which could instigate or encourage conduct that would be illegal or otherwise inappropriate, including promoting violent crimes;
  8. Violate any applicable law;
  9. Modify, adapt, appropriate, reproduce, distribute, translate, create Derivative Works or adaptations of, publicly display, sell, trade, or in any way exploit the Service or Service Content, except as expressly authorized by Klēn;
  10. Use any robot, spider, search/retrieval application, or other automated device, process or means to access, retrieve, copy, scrape, or index any portion of the Service or any Klēn Content, except as expressly permitted by Klēn;
  11. Reverse engineer any portion of the Service, unless applicable law prohibits this restriction, in which case you agree to provide us with 30 days’ prior written notice by contacting us using the details provided above;
  12. Remove or modify any copyright, trademark, or other proprietary rights notice that appears on any portion of the Service or Klēn Content or on any materials printed or copied from the Service or Klēn Content;
  13. Record, process, or mine information about Users;
  14. Access, retrieve or index any portion of the Service for purposes of constructing or populating a searchable database of business reviews;
  15. Reformat or frame any portion of the Service;
  16. Take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on Klēn’s technology infrastructure or otherwise make excessive traffic demands of the Service;
  17. Attempt to gain unauthorized access to the Service, other User Accounts, computer systems or networks connected to the Service through hacking, password mining or any other means;
  18. Use the Service or any Service Content to transmit any computer viruses, worms, defects, Trojan horses, malicious code, spyware, malware or other items of a destructive or harmful nature;
  19. Use any device, software or routine that interferes with the proper working of the Service, or otherwise attempt to interfere with the proper working of the Service;
  20. Use the Service to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the Service or Service Content; or
  21. Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Service, features that prevent or restrict the use or copying of Service Content, or features that enforce limitations on the use of the Service.

8) ADDITIONAL POLICIES AND TERMS 

Your use of the Service is subject to any and all additional terms, policies, rules, or guidelines that we may post on or link to from the Service (the “Additional Terms”), by way of example without limitation the Content Policy (https://klen.io/content-policy/).  All such Additional Terms are hereby incorporated by reference into, and made a part of, these Terms.

9) THIRD PARTY CONTENT AND SERVICES 

  1. The Service may host Third Party Content or include links to other websites or applications (each, a “Third Party Service”). We do not control or endorse any Third Party Content or Third Party Service. You agree that we are not responsible for the availability, accuracy, or content of any such Third Party Content or Third Party Service. Your use of and reliance on any Third Party Content or Third Party Service is at your own risk. 
  2. Some of the services made available through the Service and Third Party Services may be subject to additional third party terms of service, privacy policies, licensing terms and disclosures, and other terms, conditions, and policies. It is your responsibility to, and we encourage you to, familiarize yourself and comply with any such applicable third party terms.

10) INDEMNITY 

You agree to indemnify, defend, and hold harmless Klēn, its parents, subsidiaries, affiliates, any related companies, suppliers, licensors and partners, and the officers, directors, employees, agents, contractors and representatives of each of them (collectively, the “Klēn Entities”) from and against any and all third party claims, actions, demands, losses, damages, costs, liabilities and expenses (including but not limited to attorneys’ fees and court costs) arising out of or relating to: (i) your access to or use of the Service, including Your Content, (ii) your violation of these Terms, (iii) your breach of your representations and warranties provided under these Terms, or (iv) the infringement by you, or any third party using your Account, of any intellectual property or other right of any person or entity. Klēn reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any such matter without the prior written consent of Klēn. Klēn will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

11) DISCLAIMERS AND LIMITATIONS OF LIABILITY

PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF THE KLĒN ENTITIES TO YOU. EACH OF THE SUBSECTIONS BELOW ONLY APPLIES UP TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. NOTHING HEREIN IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE WHICH MAY NOT BE LAWFULLY LIMITED. BY ACCESSING OR USING THE SERVICE, YOU REPRESENT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO THESE TERMS, INCLUDING THIS SECTION. YOU ARE GIVING UP SUBSTANTIAL LEGAL RIGHTS BY AGREEING TO THESE TERMS.

  1. THE SERVICE AND SERVICE CONTENT ARE MADE AVAILABLE TO YOU ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS, WITH THE EXPRESS UNDERSTANDING THAT THE KLĒN ENTITIES MAY NOT MONITOR, CONTROL, OR VET YOUR CONTENT OR THIRD PARTY CONTENT. AS SUCH, YOUR USE OF THE SERVICE IS AT YOUR OWN DISCRETION AND RISK. THE KLĒN ENTITIES MAKE NO CLAIMS OR PROMISES ABOUT THE QUALITY, COMPLETENESS, ACCURACY, OR RELIABILITY OF THE SERVICE, ITS SAFETY OR SECURITY, INCLUDING WITHOUT LIMITATION THE SECURITY OF YOUR DATA, YOUR CONTENT OR THE SERVICE CONTENT. ACCORDINGLY, THE KLĒN ENTITIES ARE NOT LIABLE TO YOU FOR ANY PERSONAL INJURY, LOSS OR DAMAGE THAT MIGHT ARISE, FOR EXAMPLE, FROM THE SERVICE’S INOPERABILITY, DEPLETION OF BATTERY POWER OR OTHER IMPAIRMENT OF DEVICES USED TO ACCESS THE SERVICE, SERVICE UNAVAILABILITY, SECURITY VULNERABILITIES OR FROM YOUR RELIANCE ON THE QUALITY, ACCURACY, OR RELIABILITY OF THE BUSINESS LISTINGS, RATINGS, REVIEWS (INCLUDING THEIR CONTENT OR OMISSION OF CONTENT, ORDER, AND DISPLAY), METRICS OR OTHER CONTENT FOUND ON, USED ON, OR MADE AVAILABLE THROUGH THE SERVICE.
  2. THE KLĒN ENTITIES MAKE NO CLAIMS OR PROMISES WITH RESPECT TO ANY THIRD PARTY, SUCH AS THE BUSINESSES OR ADVERTISERS LISTED ON THE SERVICE OR THAT OFFER GOODS OR SERVICES THROUGH THE SERVICE, OR THE SERVICE’S USERS. ACCORDINGLY, THE KLĒN ENTITIES ARE NOT LIABLE TO YOU FOR ANY PERSONAL INJURY, LOSS OR DAMAGE THAT MIGHT ARISE FROM ANY SUCH THIRD PARTY’S ACTIONS OR OMISSIONS, INCLUDING, FOR EXAMPLE, IF ANOTHER USER OR BUSINESS MISUSES YOUR CONTENT, IDENTITY OR PERSONAL INFORMATION, OR IF YOU HAVE A NEGATIVE EXPERIENCE WITH ONE OF THE BUSINESSES OR ADVERTISERS LISTED OR FEATURED ON THE SERVICE. YOUR PURCHASE AND USE OF PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES, INCLUDING BUSINESSES, THROUGH THE SERVICE IS AT YOUR OWN DISCRETION AND RISK.
  3. YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE SERVICE, RELATED SERVICES, OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO, OR USE OF THE SERVICE.
  4. THE KLĒN ENTITIES’ MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY LOSSES OR DAMAGES THAT YOU SUFFER IN CONNECTION WITH THE SERVICE OR THESE TERMS IS LIMITED TO THE GREATER OF (i) THE AMOUNT PAID, IF ANY, BY YOU TO THE KLĒN ENTITIES IN CONNECTION WITH THE SERVICE IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, OR (ii) $100.
  5. THE KLĒN ENTITIES’ LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.  THE KLĒN ENTITIES WILL NOT BE LIABLE FOR ANY (i) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES OR LOSSES, (ii) LOSS OF PROFITS OR REVENUE, (iii) BUSINESS INTERRUPTION, (iv) REPUTATIONAL HARM, (v) LOSS OF INFORMATION OR DATA, INCLUDING YOUR CONTENT; OR (vi) LIABILITY WITH RESPECT TO ANY USER CONTENT POSTED ON ANY BUSINESS PAGES. THE WAIVERS AND LIMITATIONS SPECIFIED IN THIS SECTION 11 WILL SURVIVE AND APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE.

12) ARBITRATION, DISPUTES, AND CHOICE OF LAW

If you are a resident of the United States:

  1. EXCEPT FOR EXCLUDED CLAIMS (AS DEFINED BELOW) AND SUBJECT TO CLAUSE SECTION 12(6): ANY CLAIM, CAUSE OF ACTION, REQUEST FOR RELIEF OR DISPUTE THAT MIGHT ARISE BETWEEN YOU AND KLĒN (“CLAIMS”) MUST BE RESOLVED BY ARBITRATION ON AN INDIVIDUAL BASIS; YOU AND WE AGREE THAT EACH MAY BRING OR PARTICIPATE IN CLAIMS AGAINST THE OTHER ONLY IN OUR RESPECTIVE INDIVIDUAL CAPACITIES, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. UNLESS BOTH YOU AND KLĒN AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. YOU AND KLĒN EXPRESSLY WAIVE THE RIGHT TO TRIAL BY A JURY.
  2. Excluded Claims” means: (a) Claims brought by you or Klēn that could be brought in small claims court, if permitted by the rules of that court, or (b) Claims related to intellectual property (like copyrights and trademarks) or a breach of Section 7 above (Representations and Warranties). Excluded Claims may be brought in court. Any issues relating to the scope and enforceability of the arbitration provision will be resolved by the arbitrator. If any Claim cannot be arbitrated in accordance with this provision, then only that Claim may be brought in court and all other Claims remain subject to arbitration. 
  3. Excluded Claims and Claims that cannot be arbitrated must be brought in court. Delaware law will govern these Terms (to the extent not preempted or inconsistent with federal law), as well as any such Excluded Claim or Claim that cannot be arbitrated, without regard to conflict of law provisions. You or Klēn may seek relief in any small claims court of competent jurisdiction. All other Excluded Claims and Claims that cannot be arbitrated are subject to the exclusive jurisdiction in, and the exclusive venue of, the state and federal courts located within Kent County, Delaware and you consent to the personal jurisdiction of these courts for the purpose of litigating any such Excluded Claim or Claim.
  4. Arbitration shall be administered by the American Arbitration Association (“AAA”) in accordance with its Consumer Arbitration Rules then in effect. For more information, visit www.adr.org. Arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator may award damages to you individually as a court could, including declaratory or injunctive relief, but only to the extent required to satisfy your individual claim.
  5. Unless the arbitrator finds the arbitration was frivolous or brought for an improper purpose, Klēn will pay all filing, AAA, and arbitrator’s fees and expenses. We waive any right to seek an award of attorneys’ fees and expenses in connection with any non-frivolous arbitration between you and us.
  6. You retain the right during the first 30 days of opening your Account to opt-out of this arbitration clause by contacting us using the contact details provided above.

13) TERMINATION

  1. You may terminate the Terms at any time by closing your Account, discontinuing any access to or use of the Service, and providing Klēn with a notice of termination by contacting us using the details given above. 
  2. We may close your Account, suspend your ability to use all or certain portions of the Service, terminate any license or permission granted to you hereunder, and/or ban you altogether from the Service for any or no reason, and without notice or liability of any kind. Any such action could prevent you from accessing your Account, the Service, Your Content, Service Content, or any other related information.
  3. In the event of any termination of these Terms, whether by you or us, Sections 1, 4, 6 –14 of the Terms will continue in full force and effect.

14) GENERAL TERMS

  1. We reserve the right to modify, update, or discontinue the Service at our sole discretion, at any time, for any or no reason, and without notice or liability.
  2. Except as otherwise stated in Section 10 above, nothing herein is intended, nor will be deemed, to confer rights or remedies upon any third party.
  3. The Terms (including the Additional Terms) contain the entire agreement between you and us regarding the use of the Service and supersede any prior agreement between you and us on such subject matter. We and you each acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms.
  4. The failure of either you or us to exercise or enforce any right or provision provided for herein shall not be deemed a waiver of any further rights or provisions hereunder. The Terms may not be waived, except pursuant to express approval by Klēn in writing.
  5. If any provision of the Terms is found to be unenforceable or invalid by an arbitrator or court of competent jurisdiction, then only that provision shall be modified to reflect its intention or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable.
  6. The Terms, and any rights or obligations hereunder, are not assignable, transferable or sublicensable by you except with Klēn’s prior written consent but may be assigned or transferred by us without restriction. Any attempted assignment by you shall violate these Terms and be void.
  7. You agree that no joint venture, partnership, employment, agency, special or fiduciary relationship exists between you and Klēn as a result of these Terms or your use of the Service. 
  8. The section titles in the Terms are for convenience only and have no legal or contractual effect.

Copyright © 2020 Klēn Inc. 251 Little Falls Drive, Wilmington, Delaware 19808