PLEASE NOTE: SECTION 17 CONTAINS A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER. IT AFFECTS YOUR RIGHTS ABOUT HOW
TO RESOLVE ANY DISPUTE WITH IPAPI. PLEASE READ IT.
Welcome to IPAPI™ ! IPAPI’s services are offered by Kloudend, Inc. (“Kloudend” or the “Company”). Your use of Kloudend’s
services, including the services Kloudend makes available through ipapi.co (the “Site”), and any other software or
services offered by Kloudend in connection with any of those (the “Services”) is governed by these terms of service (the
“Terms”), so please carefully read them before using the Services. For the purposes of these Terms, “we,” “our,” “us,”
and “IPAPI” refer to Kloudend, the providers and operators of the Services.
In order to use the Services, you must first agree to these Terms. If you are registering for or using the Services on
behalf of an organization, you are agreeing to these Terms for that organization and promising that you have the
authority to bind that organization to these Terms. In that case, “you” and “your” will also refer to that organization,
You must be over 13 years of age to use the Services, and children under the age of 13 cannot use or register for the
Services. If you are over 13 years of age but are not yet of legal age to form a binding contract (in many
jurisdictions, this age is 18), then you must get your parent or guardian to read these Terms and agree to them for you
before you use the Services. If you are a parent or guardian and you provide your consent to your child's registration
with the Services, you agree to be bound by these Terms with respect of your child’s use of the Services.
You agree your purchase and/or use of the Services are not contingent on the delivery of any future functionality or
features or dependent on any oral or written public comments made by IPAPI or any of its affiliates regarding future
functionality or features.
BY USING, DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING THE SERVICES OR ANY MATERIALS INCLUDED IN OR WITH THE
SERVICES, YOU HEREBY AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, THEN YOU MAY NOT USE,
DOWNLOAD, INSTALL, OR OTHERWISE ACCESS THE SERVICES.
IF YOU HAVE ENTERED INTO A SEPARATE WRITTEN AGREEMENT WITH IPAPI FOR USE OF SERVICES, THE TERMS AND CONDITIONS OF SUCH
OTHER AGREEMENT SHALL PREVAIL OVER ANY CONFLICTING TERMS OR CONDITIONS IN THESE TERMS.
CERTAIN FEATURES OF THE SERVICES OR SITE MAY BE SUBJECT TO ADDITIONAL GUIDELINES, TERMS, OR RULES, WHICH WILL BE POSTED
ON THE SERVICE OR SITE IN CONNECTION WITH SUCH FEATURES. TO THE EXTENT SUCH TERMS, GUIDELINES, AND RULES CONFLICT WITH
THESE TERMS, SUCH TERMS SHALL GOVERN SOLELY WITH RESPECT TO SUCH FEATURES. IN ALL OTHER SITUATIONS, THESE TERMS SHALL
In the course of registering for or using the Services, you may be required to provide IPAPI with certain
information, including your name, contact information, username and password (“Credentials”). IPAPI handles such
information with the utmost attention, care and security. Nonetheless, you, not IPAPI, shall be responsible for
maintaining and protecting your Credentials in connection with the Services. If your contact information or other
information relating to your account changes, you must notify IPAPI promptly and keep such information current. You are
solely responsible for any activity using your Credentials, whether or not you authorized that activity. You should
immediately notify IPAPI of any unauthorized use of your Credentials or if your email or password has been hacked or
stolen. If you discover that someone is using your Credentials without your consent, or you discover any other breach of
security, you agree to notify IPAPI immediately.
A variety of information and data (including location, timezone, currency, language and other information for
IP addresses), blog posts, messages (including email messages), comments, posts, text, graphics, software, photographs,
videos, data, reviews, recommendations, and other materials may be made available through the Services by IPAPI or its
suppliers (“Content”). While IPAPI strives to keep the Content that it provides through the Services accurate, complete,
and up-to-date, IPAPI cannot guarantee, and is not responsible for the accuracy, completeness, or timeliness of any
Content. You acknowledge that by using the Services, you may be exposed to materials that are offensive, indecent or
objectionable. Under no circumstances will IPAPI be liable in any way for any such Content.
You acknowledge that you may also be able to create, transmit, publish or display information (such as data files,
written text, computer software, music, audio files or other sounds, photographs, videos or other images) through use of
the Services. All such information is referred to below as “User Content.” You agree that you are solely responsible for
your User Content, and for the consequences of your actions (including any loss or damage which IPAPI may suffer) in
connection with such User Content. If you are registering for these Services on behalf of an organization, you also
agree that you are also responsible for the actions of associated Users and for any User Content that such associated
Users might upload, record, publish, post, link to, or otherwise transmit or distribute through use of the Services.
IPAPI may refuse to store, provide, or otherwise maintain your User Content for any or no reason. IPAPI may remove your
User Content from the Services at any time if you violate these Terms or if the Services are canceled or suspended. If
User Content is stored using the Services with an expiration date, IPAPI may also delete the User Content as of that
date. User Content that is deleted may be irretrievable. You agree that IPAPI has no responsibility or liability for
the deletion or failure to store any User Content or other communications maintained or transmitted through use of the
Services. IPAPI reserves the right (but shall have no obligation) to monitor and remove User Content from the Services,
in its discretion. You agree to immediately take down any User Content that violates these Terms, including pursuant to
a takedown request from IPAPI. In the event that you elect not to comply with a request from IPAPI to take down certain
User Content, IPAPI reserves the right to directly take down such User Content. By submitting, posting or otherwise
uploading User Content on or through the Services you give IPAPI a worldwide, royalty-free, and non-exclusive license to
reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute such User Content for
the purpose of enabling IPAPI to provide you with the Services, and for the limited purposes stated in our Privacy
Notwithstanding anything to the contrary, you hereby grant IPAPI a perpetual, irrevocable, worldwide, royalty-free, and
non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display, and
distribute any queries that you submit through the Services, except with respect to any portion of a query containing
personally identifiable information. With respect to any portion of a query containing personally identifiable
information, you hereby grant IPAPI a worldwide, royalty-free, non-exclusive license to reproduce, adapt, modify,
translate, publish, publicly perform, publicly display, and distribute the information only to the extent necessary to
provide the Services to you.
You acknowledge and agree that IPAPI (or IPAPI’s licensors) own all legal right, title and interest
in and to the Services and the Content and that the Services and the Content are protected by copyrights, trademarks,
patents, or other proprietary rights and laws (whether those rights happen to be registered or not, and wherever in the
world those rights may exist).
Except as provided in Section 3, IPAPI acknowledges and agrees that it obtains no right,
title or interest from you (or your licensors) under these Terms in or to any User Content that you create, upload,
submit, post, transmit, share or display on, or through, the Services, including any intellectual property rights which
subsist in that User Content (whether those rights happen to be registered or not, and wherever in the world those
rights may exist). Unless you have agreed otherwise in writing with IPAPI, you agree that you are responsible for
protecting and enforcing those rights and that IPAPI has no obligation to do so on your behalf.
License from IPAPI and Restrictions on Use
IPAPI gives you a personal, worldwide, royalty-free, non-assignable and non-
exclusive license to use the software provided to you as part of the Services. Under no circumstances are you permitted
to resell or license the Content. Your use of the Content is limited to your internal use and the internal use of your
Clients. You represent and warrant that prior to sharing Content with your employees, agents, other representatives, or
clients, you will enter into written agreements providing that such persons will not use the Content in a manner that
conflicts with these Terms. You remain liable for the use of the Content and Services by any person to whom you give
access to the foregoing.
You may not (and you may not permit anyone else to): (i) copy, modify, create a derivative work of, reverse engineer,
decompile or otherwise attempt to extract the source code of the Services or any part thereof, unless this is expressly
permitted or required by law, or unless you have been specifically told that you may do so by IPAPI, in writing (e.g.,
through an open source software license); or (ii) attempt to disable or circumvent any security mechanisms used by the
Services or any applications running on the Services.
You may not engage in any activity that interferes with, disrupts, overburdens, or overwhelms the Services (or the
servers and networks which are connected to the Services). Service may be restricted / limited or throttled beyond fair
& reasonable use, as reasonably determined by IPAPI. IPAPI may determine use of the Services to be unreasonable based
upon factors including, but not limited to : denial of service, stress testing, technical error, malicious traffic,
unreasonable request rate, and sudden change in usage pattern not proportional to your plan.
You may not try to access the Services using a method other than the interface and the
instructions that are provided by IPAPI.
We and / or our partners (third party service providers) may monitor the
incoming traffic and use external services to screen and restrict malicious use. It is your responsibility to ensure
that devices, IP address, headers and meta information you use to access the Services do not have a malicious reputation
or are linked with abusive usage or pose a threat to our system.
You may not access the Services in a manner intended to avoid incurring fees or exceeding usage limits or quotas.
You may not access the Services for the purpose of bringing an intellectual property infringement claim against IPAPI or
for the purpose of creating a product or service competitive with the Services. You may not use any robot, spider, site
search/retrieval application or other manual or automatic program or device to retrieve, index, “scrape,” “data mine” or
in any way gather Content from the Services. You may not use the Services to assemble email lists for the purposes of
sending out mass emails or “spam.” You may not access the Services for the purpose of collecting Content for sale or
resale without the express written consent of IPAPI.
You agree that you will not upload, record, publish, post, link to, transmit or distribute User Content, or otherwise
utilize the Services in a manner that: (i) advocates, promotes, incites, instructs, informs, assists or otherwise
encourages violence or any illegal activities; (ii) infringes or violates the copyright, patent, trademark, service
mark, trade name, trade secret, or other intellectual property rights of any third party or IPAPI, or any rights of
publicity or privacy of any party; (iii) attempts to mislead others about your identity or the origin of a message or
other communication, or impersonates or otherwise misrepresents your affiliation with any other person or entity, or is
otherwise materially false, misleading, or inaccurate; (iv) promotes, solicits or comprises inappropriate, harassing,
abusive, profane, hateful, defamatory, libelous, threatening, obscene, indecent, vulgar, pornographic or otherwise
objectionable or unlawful content or activity; (v) is harmful to minors; (vi) utilizes or contains any viruses, Trojan
horses, worms, time bombs, or any other similar software, data, or programs that may damage, detrimentally interfere
with, surreptitiously intercept, or expropriate any system, data, personal information, or property of another; or (vii)
violates any law, statute, ordinance, or regulation (including without limitation the laws and regulations governing
export control, unfair competition, anti-discrimination, or false advertising).
You may not use the Services if you are a person barred from receiving the Services under the laws of the United States
or other countries, including the country in which you are resident or from which you use the Services. You affirm that
you are over the age of 13, as the Services are not intended for children under 13.
API License Terms
"API" means the application programming interface and associated software program or programs in
source code or executable code form, any documentation provided therewith, and any modified, updated, or enhanced
versions of such items that IPAPI provides to you pursuant to these Terms. The API is deemed part of the Services (as
"API Key" means the code provided by IPAPI that permits you to access the API.
"Developer App" means a plug-in or other software application that is (i) developed by or for you through use of the
Services and/or the API, and (ii) complies with the requirements of these Terms.
Subject to these Terms, for the duration of time you subscribe and fully pay for access to IPAPI’s API feature, IPAPI
grants you a limited, non-exclusive, non-transferable, license to: (i) internally use the API Key to access the API,
(ii) internally use, perform, display, reproduce the API solely as necessary to develop, maintain and support the
Developer App, in accordance with the specifications included in the API; (iii) provided that the Developer App complies
with all requirements in these Terms, reproduce and distribute copies of the API (in its original form or as modified),
in executable code form only, solely as incorporated into the Developer App to end users pursuant to a binding written
You acknowledge that the API and its structure, organization, and source code constitute valuable trade secrets of
IPAPI. You agree not to disclose, distribute, sublicense, lease, rent, loan, resell or otherwise transfer the data
received from the Services or API, the Services or API (other than those elements incorporated into the Developer App)
or the API Key to any third party. You must reproduce, on all copies made by or for you, and must not remove, alter, or
obscure in any way all proprietary rights notices (including copyright notices) of IPAPI on or within the copies of the
API. You will immediately notify IPAPI if you become aware of any material breach relating to the API.
You are solely responsible for maintaining and protecting your API Key and for any activity carried out using your API Key,
whether or not you authorized that activity. You should immediately notify IPAPI of any unauthorized use of your API Key.
You are solely responsible and liable for the Developer App. You are solely responsible for supporting the Developer
App. The Developer App must comply with the following (the "App Policy"): the Developer App may not (i) violate 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) violate any laws or regulations (including any
privacy laws) or any obligations or restrictions imposed by any third party; (iii) be unlawful, harassing, abusive,
tortious, threatening, harmful, invasive of another's privacy, vulgar, defamatory, false, intentionally misleading,
trade libelous, pornographic, obscene, or patently offensive, or promote racism, bigotry, hatred, or physical harm of
any kind against any group or individual, or be otherwise objectionable; (iv) be harmful to minors in any way; (v)
contain any computer viruses, worms, or any software intended to damage or alter a computer system or data; (vi) send
unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any
other form of duplicative or unsolicited messages, whether commercial or otherwise.
"Confidential Information" includes the API Key and API and any other materials of IPAPI that IPAPI designates as
confidential or which you should reasonably believe to be confidential. You shall hold IPAPI's Confidential Information
in confidence and shall neither disclose such Confidential Information to third parties nor use IPAPI's Confidential
Information for any purpose other than as necessary to perform under these Terms. You agree to limit access to the
Confidential Information to those employees, agents, and representatives who are necessary for you to perform your
obligations under these Terms. All such employees, agents, and representatives must have a written confidentiality
agreement with you that is no less restrictive than the terms contained herein. You will protect the Confidential
Information from unauthorized use, access, or disclosure in the same manner as you protect your own confidential or
proprietary information of a similar nature and with no less than reasonable care. The foregoing restrictions on
disclosure shall not apply to Confidential Information that is (a) already known by you; (b) becomes, through no act or
fault of yours, publicly known; (c) received by you from a third party without a restriction on disclosure or use; or
(d) independently developed by you without reference to IPAPI's Confidential Information.
Subject to the Terms, the Services are provided to you without charge up to certain usage limits and
functionalities, and usage in excess of these limits or outside of these functionalities will require purchase of
additional resources and the payment of fees. Please see IPAPI’s Pricing Terms for details
regarding pricing for the Services.
To the extent you subscribe to a paid plan that has usage limits on the requests made during a specific time period
(which may be a 24 hour period or a month or otherwise, depending on your plan), if your use of the Services during a
particular period falls below the usage limit for that period, the unused requests will expire and not roll over to the
next period, regardless of your plan.
If you are on an annual or monthly plan and wish to upgrade your plan during the existing term, you may do so by
contacting us or by following the instructions you received upon sign-up for the Services,
provided that you pay the pro-rated amount for the higher plan for the remainder of the term. You may cancel or
downgrade your account at any time by contacting us. Any cancellation or downgrade will
take effect at the end of the billing cycle.
Kloudend will provide email support to users on paid plans only. In addition, Kloudend will provide usage alerts and
certain additional premium features to users on paid plans only. We endeavor to respond to email support requests
within one to three business days. Please note that this is our timeline to respond and we cannot guarantee a
resolution to support requests in that timeline.
For those orders that are processed by Paddle.com, we are required to state that :
Our order process is conducted by our online reseller Paddle.com. Paddle.com is the Merchant of Record for all our orders.
Paddle provides all customer service inquiries and handles returns.
For any queries or technical support, you may contact us directly.
Users are responsible for keeping their payment information up to date
and correct. Unpaid accounts may be terminated with or without notice.
You agree to the use of your User Content and personal information in accordance with these
Notwithstanding anything to the contrary, if you are utilizing the Services on behalf of an organization and unless you
expressly opt out, you agree to permit IPAPI to identify your organization as a customer and to use your organization’s
name and/or logo in IPAPI’s website and marketing materials.
Modification and Termination of Services
IPAPI is constantly innovating in order to provide the best possible experience
for its users. You acknowledge and agree that the form and nature of the Services which IPAPI provides may change from
the Services will be effective with respect to all versions of the Services; examples of changes to the form and nature
of the Services include without limitation changes to fee and payment policies, security patches, added functionality,
automatic updates, and other enhancements. Any new features that may be added to the Site or the Services from time to
time will be subject to these Terms, unless stated otherwise.
You may terminate these Terms at any time by canceling your account. You may cancel your account by
contacting us. You will not receive any refunds if you cancel your account.
You agree that IPAPI, in its sole discretion and for any or no reason, may terminate your account or any part thereof.
You agree that any termination of your access to the Services may be without prior notice, and you agree that IPAPI will
not be liable to you or any third party for such termination. You will be entitled to a pro-rated refund of any prepaid
amounts paid to the Company in the event the Company terminates your access to the Services other than for breach of
these Terms. If the Company reasonably determines that you have breaches these Terms, it may terminate your account and
access to the Services and you shall not be entitled to a refund of any kind.
You are solely responsible for exporting your User Content from the Services prior to termination of your account for
any reason, provided that if we terminate your account, we will endeavor to provide you a reasonable opportunity to
retrieve your User Content.
Upon any termination of the Services or your account these Terms will also terminate, but all provisions of these Terms
which, by their nature, should survive termination, shall survive termination, including, without limitation, ownership
provisions, warranty disclaimers, and limitations of liability.
Changes to the Terms
These Terms may be amended or updated from time to time without notice and may have changed since
your last visit to the Site or use of the Services. It is your responsibility to review these Terms for any changes. By
continuing to access or use the Services after revisions become effective, you agree to be bound by the revised Terms.
If you do not agree to the new Terms, please stop using the Services. Please visit this page regularly to review these
Terms for any changes.
DISCLAIMER OF WARRANTY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES ARE AT YOUR SOLE RISK AND THAT
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
YOU FURTHER EXPRESSLY UNDERSTAND AND AGREE THAT IPAPI DOES NOT
WARRANT THE ACCURACY OF THE INFORMATION PROVIDED THROUGH THE SERVICES. YOU AGREE THAT IPAPI SHALL NOT BE HELD LIABLE
FOR ANY LOSSES OR DAMAGES ARISING FROM OR RELATED TO THE INACCURACY OF ANY INFORMATION PROVIDED THROUGH THE SERVICES OR
FROM YOUR RELIANCE THEREUPON.
IF YOU ARE USING OUR SERVICES TO DETERMINE A LOCATION FROM AN IP ADDRESS, PLEASE NOTE
THAT GEOLOCATION VIA IP ADDRESS HAS ITS LIMITATIONS AND IS INHERENTLY IMPRECISE. YOU SHOULD NOT USE
THE SERVICES TO IDENTIFY A PARTICULAR PHYSICAL ADDRESS FROM AN IP ADDRESS.
IPAPI, ITS SUBSIDIARIES AND AFFILIATES, AND
ITS LICENSORS MAKE NO EXPRESS WARRANTIES AND DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE SERVICES, INCLUDING IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF
THE FOREGOING, IPAPI, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (A)
YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE
OR FREE FROM ERROR, AND (C) DATA AND INFORMATION PROVIDED THROUGH THE SERVICES WILL BE ACCURATE.
NOTHING IN THESE TERMS, INCLUDING SECTIONS 10 AND 11, SHALL EXCLUDE OR LIMIT IPAPI’S WARRANTY OR LIABILITY FOR LOSSES
WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW.
LIMITATION OF LIABILITY
SUBJECT TO SECTION 10 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT IPAPI, ITS SUBSIDIARIES AND
AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR
EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE,
BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS
REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS.
THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
THE LIMITATIONS ON IPAPI’S LIABILITY TO YOU IN THIS SECTION SHALL APPLY WHETHER OR NOT IPAPI HAS BEEN ADVISED OF OR
SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
SOME STATES AND JURISDICTIONS MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL
DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL IPAPI’S TOTAL LIABILITY TO YOU FOR
ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) EXCEED THE
AMOUNT THAT YOU HAVE ACTUALLY PAID FOR THE SERVICES IN THE PAST SIX MONTHS, OR ONE HUNDRED DOLLARS ($100.00), WHICHEVER
You agree to hold harmless and indemnify IPAPI, and its subsidiaries, affiliates, officers, agents,
employees, advertisers, licensors, suppliers or partners (collectively “IPAPI and Partners”) from and against any third
party claim arising from or in any way related to (a) your breach of the Terms, (b) your use of the Services, (c) your
violation of applicable laws, rules or regulations in connection with the Services, or (d) your User Content, including
any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments,
litigation costs and attorneys’ fees, of every kind and nature.
Third Party Software
The Services may include references or hyperlinks to other web Site or content or resources or email
content. IPAPI has no control over any web Site or resources which are provided by companies or persons other than
You acknowledge and agree that IPAPI is not responsible for the availability of any such external Site or resources, and
does not endorse any advertising, products or other materials on or available from such web Site or resources.
You acknowledge and agree that IPAPI is not liable for any loss or damage which may be incurred by you or other users as
a result of the availability of those external Site or resources, or as a result of any reliance placed by you on the
completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web Site
The Services may incorporate certain third party software (“Third Party Software”), which is
licensed subject to the terms and conditions of the third party licensing such Third Party Software. Nothing in these
Terms limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable license
for such Third Party Software.
You may choose to or we may invite you to submit comments or ideas about the Services, including without
limitation about how to improve the Services or our products. By submitting any feedback, you agree that your disclosure
is gratuitous, unsolicited and without restriction and will not place IPAPI under any fiduciary or other obligation, and
that we are free to use such feedback without any additional compensation to you, and/or to disclose such feedback on a
non-confidential basis or otherwise to anyone.
the parties relating to the Services and all related activities. These Terms shall not be modified except in writing
signed by both parties or by a new posting of these Terms issued by us. If any part of these Terms is held to be
unlawful, void, or unenforceable, that part shall be deemed severed and shall not affect the validity and enforceability
of the remaining provisions. The failure of IPAPI to exercise or enforce any right or provision under these Terms shall
not constitute a waiver of such right or provision. Any waiver of any right or provision by IPAPI must be in writing and
shall only apply to the specific instance identified in such writing. You may not assign these Terms, or any rights or
licenses granted hereunder, whether voluntarily, by operation of law, or otherwise without our prior written consent.
These Terms and any action related thereto will be governed by the laws of the State of California without regard to its
conflict of laws provisions. Any dispute, controversy or claim arising out of or relating to these Terms or your use of
the Services, including the formation, interpretation, breach or termination thereof, including whether the claims
asserted are arbitrable, will be referred to and finally determined by arbitration in accordance with the JAMS
International Arbitration Rules. The tribunal will consist of a sole arbitrator. The seat of the arbitration will be San
Francisco, California. If for any reason it is determined by a court of competent jurisdiction that San Francisco,
California cannot be the seat of the arbitration, the arbitration will take place in London, United Kingdom. The
language to be used in the arbitral proceedings will be English. Judgment upon the award rendered by the arbitrator(s)
may be entered by any court having jurisdiction thereof. In any arbitration arising out of or related to this
Agreement, the arbitrator(s) shall award to the prevailing party, if any, the reasonable costs for legal representation
incurred by the prevailing party in connection with the arbitration. If the arbitrator(s) determine a party to be the
prevailing party under the circumstances where the prevailing party won on some but not all of its claims and
counterclaims, the arbitrator(s) may award the prevailing party an appropriate percentage of the reasonable costs for
legal representation incurred by the prevailing party in connection with the arbitration. WHERE PERMITTED UNDER
APPLICABLE LAW, YOU AND IPAPI 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 ACTION (INCLUDING A PRIVATE ATTORNEY
GENERAL ACTION). Unless both you and IPAPI agree, no arbitrator or judge may consolidate more than one person’s claims
or otherwise preside over any form of a representative or class proceeding.
If you have any questions about these Terms or if you wish to make any complaint or claim with respect to the
Services, please contact us.
When submitting a complaint, please provide a brief description of nature of your complaint and the specific services to
which your complaint relates.
Last Updated: December 07, 2018