This Section pertains to any controversy, allegation, or claim arising out of or relating to the Service, the Content, your Submissions, these Terms, or any Additional Terms, whether heretofore or hereafter arising (each a “Dispute” and collectively, “Disputes”).
To the extent permitted by applicable laws, unless you opt out as described below under the heading “Opt Out,” you agree to resolve Disputes through binding arbitration and waive jury trial and class actions, except with respect to any Dispute arising out of any of LDW’s actual or alleged intellectual property rights, or any Dispute for which LDW seeks an injunction or other equitable relief in connection with, any loss, cost, or damage (or any potential loss, cost, or damage) relating to the Site, any Content, your Submissions and/or LDW’s intellectual property rights (including such LDW may claim that may be in dispute), LDW’s operations, and/or LDW’s products or services (collectively, “Excluded Disputes” and each an “Excluded Dispute”).
Certain portions of this “Dispute Resolution” Section are deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act (“FAA”). You and LDW agree that we intend that this Section satisfies the “writing” requirement of the FAA and/or the New York Convention of 1958. This Section can only be amended by mutual agreement.
First – Try to Resolve Disputes and Excluded Disputes
If any Dispute arises, then you and we agree to send a written notice to the other providing a reasonable description of the Dispute, along with a proposed resolution of it. Our notice to you will be sent to you based on the most recent contact information that you have provided us. If no such contact information exists or if such information is not current, then we have no obligation to attempt to resolve any Dispute as described under this subheading prior to taking other action. Your notice to us must be sent to: Leadership Development Worldwide, LLC, One Turks Head Place, Suite 1308, Providence, RI 02903 (Attn: Legal Department). For a period of sixty (60) days from the date of receipt of notice from the other party, LDW and you will engage in a dialogue in order to attempt to resolve the Dispute, though nothing will require either you or LDW to resolve the Dispute on terms with respect to which you and LDW, in each of our sole discretion, are not comfortable.
If we cannot resolve a Dispute, other than an Excluded Dispute, within sixty (60) days of receipt of notice in the manner described in the foregoing subsection, then any all disputes (except Excluded Disputes) arising between you and LDW must be resolved by final and binding arbitration. This includes any and all disputes (other than Excluded Disputes) based on any product, service or advertising connected to the provision or use of the Service (whether based in contract, statute, regulation, ordinance, tort – including, but not limited to, negligence, fraud, any other intentional tort or common law, constitutional provision, respondeat superior, agency or any other legal or equitable theory – and whether arising before or after the effective date of these Terms. The FAA shall govern the arbitrability of all Disputes, other than Excluded Disputes. By agreeing to arbitrate, each party is giving up its right to go to court and have any dispute other than Excluded Disputes heard by a judge or jury.
A Dispute other than an Excluded Dispute will be resolved solely by binding arbitration in accordance with the then-current Commercial Arbitration Rules (“Rules”) of the American Arbitration Association (“AAA”), except as modified herein, and in accordance with the AAA’s Supplementary Procedures for Consumer Related Disputes. The arbitration will be administered by the AAA with one arbitrator appointed. If an in-person arbitration hearing is required, then it will be conducted in the “metropolitan statistical area” (as defined by the U.S. Census Bureau) where you are a resident at the time the Dispute is submitted to arbitration. You and we will pay the administrative and arbitrator’s fees and other costs in accordance with the applicable arbitration rules; but if applicable arbitration rules or laws require LDW to pay a greater portion or all of such fees and costs in order for this Binding Arbitration Section to be enforceable, then LDW will have the right to elect to pay the fees and costs and proceed to arbitration. The arbitrator will apply and be bound by these Terms and any Additional Terms, and will determine any Dispute according to applicable law and facts based upon the record and no other basis, and will issue a short, reasoned award only in favor of the individual party seeking relief and only to the extent to provide relief warranted by that party’s individual claim. Issues relating to the enforceability of the arbitration and class action waiver provisions contained herein are for the court to decide. This arbitration provision shall survive termination of these Terms or the Service. You can obtain AAA procedures, rules, and fee information by calling the AAA at 800.778.7879 or by visiting the AAA website at http://www.adr.org.
You may opt out of this agreement to resolve Disputes by binding arbitration by notifying LDW in writing within thirty (30) days of the date that you first become subject to these Terms. Send a letter including your full legal name, residence address, e-mail address and login information for the Service, and a statement that you want to opt out of the arbitration requirement to LDW at: Leadership Development Worldwide, LLC, One Turks Head Place, Suite 1308, Providence, RI 02903 (Attn: Legal Department).
Limited Time to File Claims
Except with respect to Excluded Disputes, to the fullest extent permitted by applicable law, if you or we want to assert a dispute against the other, then you or we must commence it by delivery of written notice within one (1) year after the dispute arises or it will be forever barred.
No Class Action Matters
You and LDW 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 or as an association. Disputes will be arbitrated only on an individual basis and will not be joined or consolidated with any other arbitrations or other proceedings that involve any claim or controversy of any other party. There shall be no right or authority for any Dispute to be arbitrated on a class action basis or on any basis involving Disputes brought in a purported representative capacity on behalf of the general public, or other persons or entities similarly situated. But if, for any reason, any court with competent jurisdiction holds that this restriction is unconscionable or unenforceable, then our agreement to submit to binding arbitration will not apply and the Dispute must be brought exclusively in court. Notwithstanding any other provision of this “Dispute Resolution” Section or of the applicable arbitration rules, any and all issues relating to the scope, interpretation and enforceability of the class action waiver provisions contained herein (described in this “No Class Action Matters” Section), are to be decided only by a court of competent jurisdiction, and not by the arbitrator. The arbitrator does not have the power to vary these class action waiver provisions.
Small Claims Matters Are Excluded From Arbitration Requirement
Notwithstanding the foregoing, either of us may bring qualifying claim of Disputes (except for Excluded Disputes) in small claims court.
Federal and State Courts in Providence County, Rhode Island
Except to the extent that arbitration is required pursuant to these Terms, and except as to the enforcement of any arbitration decision or award, any action or proceeding relating to any Dispute, including any Dispute brought in small claims court, may only be instituted in state or Federal court in Providence County, Rhode Island. Accordingly, you and LDW consent to the exclusive personal jurisdiction and venue of such courts for such matters.