From everyone at 2logical, thank you for using our products! We build them to help you be at your very best. Because we don’t know every one of our customers personally, we have to put in place some Terms of Service to help keep the ship afloat.
When we say “Company”, “we”, “our”, or “us” in this document, we are referring to 2logical, Inc.
When we say “Services”, we mean any product created and maintained by 2logical, Inc. That includes all variations of Mojo and 2logical training programs, whether delivered within a web browser, desktop application, mobile application, or another format.
When we say “You” or “your”, we are referring to the people or organizations that own an account with one or more of our Services. We may update these Terms of Service in the future. When you use our Services, now or in the future, you are agreeing to the latest Terms of Service.
That’s true for any of our existing and future products and all features that we add to our Services over time. There may be times where we do not exercise or enforce any right or provision of the Terms of Service; in doing so, we are not waiving that right or provision. These terms do contain a limitation of our liability. If you violate any of the terms, we may terminate your account.
- Mojo Premium Membership Benefits: With the Mojo Premium membership, “Member” benefits include ongoing access to the Mojo mobile and web applications.
- Mojo at Work Membership Benefits: With the Mojo at Work membership, includes ongoing access to the Mojo mobile and web applications for licensed employees.
- Mojo Platinum Membership Benefits: With the annual Mojo Platinum membership, “Member” includes “2logical’s” “Leading with Motivational Intelligence” Training System (manual and workbook). Other benefits provided are perks.
Annual Membership Terms + Restrictions: Annual Membership is for 12 consecutive months, and automatically renews on an annual basis thereafter. To opt-out of membership renewal, “Member” must provide a written request at least (1) business day before renewal date. In addition, the “Member” agrees that they will not:
- Share their login information with others
- Reproduce any of the information received from their membership and share it with non-members
- Post inappropriate, inaccurate or offensive content in member forums or discussion groups
- Treat coaches, support staff and other members with anything other than respect, honor and compassion
Payment, Refunds and Plan Changes: For paid Services, you need to pay in advance to keep using the Service. If you do not pay, we will freeze your account and it will be inaccessible until you make payment.
If you are upgrading from a free plan to a paid plan, we will charge your card immediately and your billing cycle starts on the day of upgrade. For other upgrades or downgrades in plan level, the new rate starts from the next billing cycle.All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities. Where required, we will collect those taxes on behalf of the taxing authority and remit those taxes to taxing authorities. Otherwise, you are responsible for payment of all taxes, levies, or duties.
Upon cancellation, we won’t bill you again. We don’t automatically prorate any unused time you may have left but if you haven’t used your account in months or just started a new billing cycle, please contact us.
Cancellation and Termination: You are solely responsible for properly canceling your account. To cancel your membership, complete the Cancellation Request form found on Mojo sites and apps. Once this form is completed, a 2logical representative may reach out with a proposed solution for continuing your membership. You are required to reject this offer in writing before cancellation can be complete. An email or phone request to cancel your account is not automatically considered cancellation. If you need help canceling your account, you can always contact our Support team.
All of your content will be inaccessible from the Services immediately upon account cancellation. We cannot recover this information once it has been permanently deleted. If you cancel the Service before the end of your current paid up month, your cancellation will take effect immediately, and you will not be charged again. We do not automatically prorate unused time in the last billing cycle. We have the right to suspend or terminate your account and refuse any and all current or future use of our Services for any reason at any time. Suspension means you and any other users on your account will not be able to access the account or any content in the account. Termination will furthermore result in the deletion of your account or your access to your account, and the forfeiture and relinquishment of all content in your account. We also reserve the right to refuse the use of the Services to anyone for any reason at any time. We have this clause because statistically speaking, out of the hundreds of thousands of accounts on our Services, there is at least one doing something nefarious. There are some things we staunchly stand against and this clause is how we exercise that stance. For more details, see our Use Restrictions policy.
Verbal, physical, written or other abuse (including threats of abuse or retribution) of Company employee or officer will result in immediate account termination.
Authorizations: “Member” or any “Member” authorized vendors, business partners, suppliers shall not use “2logical” Copyrights, Trademarks, Service Marks or Intellectual Property or confusingly similar marks in connection with any goods or services other than with “2logical” courses. All rights of the Copyrights, Trademarks, Service Marks and Intellectual Property shall remain at all times the sole property of “2logical” and all use of the Copyrights, Trademarks, Service Marks and Intellectual Property shall inure to the benefit of “2logical.” The “Member” or any “Member” authorized vendors, business partners, suppliers further agree to not video tape, audio tape or otherwise record, save, store, or reproduce by any means known or unknown the Intellectual Property (written materials, facilitation strategies, instructional design, training workshops) of “2logical” without express written consent.
We feel an ethical obligation to counter such harm: both in terms of dealing with instances where Basecamp is used (and abused) to further such harm, and to state unequivocally that the products we make at Basecamp are not safe havens for people who wish to commit such harm. If you have an account with any of our products, you can’t use them for any of the restricted purposes listed below. If we find out you are, we will take action.
- Violence, or threats thereof: If an activity qualifies as violent crime in the United States or where you live, you may not use our products to plan, perpetrate, or threaten that activity.
- Child exploitation, sexualization, or abuse: We don’t tolerate any activities that create, disseminate, or otherwise cause child abuse.
- Hate speech: You cannot use our products to advocate for the extermination, domination, or oppression of people.
- Harassment: Intimidating or targeting people or groups through repeated communication, including using racial slurs or dehumanizing language, is not welcome.
- Doxing: If you are using our products to share other peoples’ private personal information for the purposes of harassment, we don’t want anything to do with you.
- Phishing or otherwise attempting fraud: It is not okay to lie about who you are or who you affiliate with to steal from, extort, or otherwise harm others.
- Spamming: We don’t tolerate folks (including their bots) using our products for spamming purposes.Infringing on intellectual property: You can’t use our products to make or disseminate work that uses the intellectual property of others beyond the bounds of fair use.
While our use restrictions are comprehensive, they can’t be exhaustive — it’s possible an offense could defy categorization, present for the first time, or illuminate a moral quandary we hadn’t yet considered. That said, we hope the overarching spirit is clear: Our products are not to be harnessed for harm, whether mental, physical, personal or civic.
You expressly understand and agree that the Company shall not be liable, in law or in equity, to you or to any third party for any direct, indirect, incidental, lost profits, special, consequential, punitive or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if the Company has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Services; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Services; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to this Terms of Service or the Services, whether as a breach of contract, tort (including negligence whether active or passive), or any other theory of liability.
Please read through these Terms of Service carefully. By becoming a Mojo chair, member or speaker and/or accessing or using any of Mojo’s public, private and/or restricted-use Web sites including but not limited to: www.joinmojo.com and app.joinmojo.com (collectively, the “Sites“), or by otherwise accessing any content found on the Sites or services available through the Sites (the “Site Services“), you are deemed to (i) have entered into an agreement with 2logical, Inc. or one of its affiliates (collectively, “Mojo“); (ii) have represented that you are an adult in your country of residence and are at least 18 years old; (iii) have represented that you have the legal authority to accept these Terms of Service; and (iv) have agreed to be bound by the terms set out below. If you do not agree with the Terms of Service, you are not authorized to, and may not, use or access any of the Sites.The Sites are owned and operated by Mojo. Mojo reserves the right to modify the Terms of Service from time to time without notice to you. You acknowledge and agree that it is your responsibility to review the Terms of Service periodically and to be aware of any modifications. Your continued use of the Sites and/or Site Services, after such modifications will constitute your acknowledgement of the modified Terms of Service, and your agreement to abide and be bound by the modified Terms of Service. Your sole remedy for dissatisfaction with the Sites or any products, services, content, or other information available on or through the Sites, is to discontinue using the Sites.
Copyright: The contents and design of the Sites and any material electronically provided to you or otherwise supplied to you in conjunction with your Mojo membership and/or the Sites (such contents, design and materials being collectively referred to as the “Content“), are protected by the United States Copyright Act of 1976, as amended, and the copyright laws of other countries, as well as other intellectual and proprietary laws, and are owned by Mojo, the applicable expert resource speakers, the applicable authors of the content and/or the other contributors to Mojo, including contributors to the Sites. The software which operates the Sites is proprietary software and you may not use it except as expressly allowed under these Terms of Service. You may not copy, reverse engineer, modify or otherwise create derivative works from the software.
Trademarks: You may not use or reproduce or allow anyone to use or reproduce any trademarks (including, without limitation, the “Mojo®” name and logo, or other trade names found in the Content, including those appearing on the Sites) for any reason without written permission from Mojo or the identified owner.
Limited License to User
Subject to the Terms of Service and to the payment of any applicable fees specified by Mojo, Mojo grants you a limited, revocable, personal, nontransferable, non-sublicensable, nonexclusive license to use the Content. You may retrieve and display the Content on a computer screen, print the Content on paper, distribute copies of the Content within your company or to other active members of the Mojo community and store the Content in electronic form on your computer for your personal use. As a condition of your use of any of the Sites or Site Services, you warrant to Mojo that you will not use the Sites for any purpose that is unlawful or prohibited by the Terms of Service. Except as expressly set out above, you may not: (a) reproduce, modify, distribute or in any way commercially exploit any of the Content, (b) reproduce or store in or transmit to any other Web site, newsgroup, mailing list, electronic bulletin board, server or other storage device connected to a network, or regularly or systematically store in electronic or print form, all or any part of the Content, (c) modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works from, distribute, perform, display, or in any way exploit all or any part of the Content (including use as part of any library, archive or similar service) without the prior written consent of Mojo, (d) remove the copyright or trade mark notice from any versions or reproductions of the Content made under these Terms of Service, (e) collect account information for the benefit of another party, (f) use any meta tags or any other ‘hidden text’ utilizing any Mojo trademarks or Content without the express written consent of Mojo, (g) use Mojo’s name in any way in any domain name or URL, or (h) use software robots, spiders, crawlers, or similar data gathering and extraction tools, or take any other action that may impose an unreasonable burden or load on our networks or infrastructure. Any other use of the Content or Sites not specifically permitted above is expressly prohibited.
Mojo hopes and believes that the Content will be helpful, but it should not be construed as legal, accounting, tax or other professional advice on any subject matter. Mojo has endeavored to comply with legal and ethical requirements known to the Mojo personnel who compiled the Sites, but Mojo is not engaged in rendering legal, accounting, tax or other professional services, and availability or use of the Content is not intended to create, and does not create, any attorney-client, accountant-client or other professional services relationship. Use of the Content is not an adequate substitute for obtaining legal, accounting, tax or other professional advice from a qualified and licensed (if applicable) provider in your jurisdiction. You agree you will not act or refrain from acting based on any of the Content without first seeking the services of a qualified professional.
User Content and Submissions
Subject to the rights and licenses you grant to Mojo under these Terms of Service, you retain all rights to the ownership, copyrights and use of all content, media, suggestions, comments, ideas, notes, concepts, works, designs, information or other materials provided or uploaded by you to the Sites, or otherwise voluntarily submitted to Mojo via the Sites (collectively, your “User Submissions“). You understand that Mojo cannot guarantee, and will not be subject to any obligation, whether of attribution or otherwise, regarding User Submissions and will not be liable for any use, misuse, infringement or disclosure of any User Submissions by any third party. You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them on the Sites or otherwise.
User Grant of Licenses to Mojo
You affirm, represent and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish and disclose your User Submissions. You own all User Submissions, and other information that you upload to Mojo private member platforms. Mojo does not claim any ownership rights in User Submissions. After posting User Submissions, subject to the licenses granted herein, you continue to retain any ownership rights you have to User Submissions, and you continue to have the right to use and license User Submissions in any legally permissible way you choose. The information that you upload to any Mojo private member platform needs to comply with the terms of this Agreement. At any point, you can remove User Submissions and Mojo only retains any license rights set forth herein to maintain content in private areas where you have posted it.You hereby grant Mojo, during the course of your usage of the Mojo private member platforms, a nonexclusive, worldwide, royalty-free, and transferable right and license to (i) use, access, store, cache, and privately display to users of Mojo private member platforms User Submissions (a) for the purpose of operating and making User Submissions available on Mojo private member platforms or (b) for our internal business purposes so that we may derive metrics and analytics relating to User Submissions; and (ii) disclose any such metrics and analytics regarding User Submissions for marketing and business development purposes. This license will terminate at the time you remove User Submissions from the Mojo private member platforms. Without limiting the foregoing, you agree that (1) User Submissions you remove may persist for a reasonable amount of time in back-up copies (but these copies will not be available to others) and (2) Mojo cannot control User Submissions that have been shared with others that have not deleted them and that the license for that information is perpetual.You further acknowledge that Mojo is under no obligation to post, display or otherwise use any User Submission. You further acknowledge that Mojo has no obligation whatsoever to pay you any royalty or other compensation from the use or display of your User Submission or otherwise from the exercise of Mojo’s rights granted under these Terms of Service. You hereby agree not to instigate, support, maintain, or authorize any action, claim, or lawsuit against Mojo or its owners/operators, affiliates, licensees, licensors, and/or any other person, on the grounds that any use of a User Submission infringes any of your rights as creator of the User Submission, including, without limitation, trademark rights, copyrights, publicity rights, privacy rights, and moral rights. However, Mojo will not share information attributable to you individually with any third parties outside the Mojo community without your express written consent.You should be aware that Mojo is not required and may not keep back-up copies of User Submissions. Mojo makes no guarantee that User Submissions will be safely stored and you should independently back-up and archive your User Submissions.
You understand that, by submitting a User Submission, you represent, acknowledge and agree that:
- You have read, fully understand and agree to these Terms of Service and appreciate the nature, extent and consequences of such Terms of Service, including with respect to the licenses granted herein;
- To the best of your knowledge, your User Submissions represent your own original work and Mojo’s publication and/or use of your User Submissions will not infringe upon any other individual’s or entity’s rights;
- Mojo does not pre-screen User Submissions and you are solely responsible for the content of your User Submissions and the consequences of posting or publishing them on the Sites, including but not limited to any injury, damage or liability resulting therefrom;
- You understand that Mojo is not responsible for, and cannot control, any actions taken by other users or members of the Mojo community in respect of your User Submissions, you accept responsibility for posting User Submissions where others may view them, and you acknowledge that Mojo recommends that you do not submit any User Submissions that would reasonably be considered to contain trade secrets or insider information, or that would otherwise subject you or your company to any liability or losses;
- You understand that Mojo has no obligation, either express or implied, to develop or use your User Submissions and that no compensation is due to you or anyone else for any inadvertent or intentional use of those User Submissions, related User Submissions or any content or derivative work that is derived from your User Submissions;
- Mojo is not obligated to provide any justification for removing or deleting any User Submissions or to reveal Mojo’s activities that are related to any submitted User Submissions;Your submission of User Submissions to Mojo is entirely voluntary;
- Mojo may, directly or indirectly, (i) be developing content, suggestions, ideas, notes, concepts, information or other materials that are the same or substantially similar to the User Submissions, or (ii) already have knowledge of such content, suggestions, ideas, notes, concepts, information or other materials from other sources;
- Except to the extent that these Terms of Service are superseded by a separate agreement in writing executed by you and Mojo, you hereby irrevocably release and forever discharge Mojo and its affiliates and subsidiaries from any and all actions, causes of actions, claims, damages, liabilities and demands, whether absolute or contingent and of any nature whatsoever, which you now have or hereafter can, shall or may have against Mojo and its affiliates, licensees and subsidiaries or their respective successors and assigns with respect to the User Submissions, including without limitation concerning the direct or indirect use, publication, commercialization or distribution the User Submissions; and
- Mojo has the right (but not the obligation) to monitor the Sites and each User Submission; to alter or remove any User Submission at any time; to disclose any User Submission and the circumstances surrounding its transmission to any third party or governmental or regulatory entity in order to operate the Sites properly; to protect ourselves, our sponsors and our users and visitors; and to comply with legal obligations or governmental requests.
You are solely responsible for the content of your User Submissions. You agree you will not:
- Post, link to, publish or otherwise submit any User Submissions or materials that do not conform to these Terms of Service, including without limitation, those that:
- are unlawful, obscene, hateful, defamatory, libelous, threatening, fraudulent, abusive, pornographic, sexually explicit, harassing or racially, ethnically or otherwise offensive; encourage conduct that would be considered a criminal offense, or do or could give rise to civil liability or violate any law, rule or regulation, or are otherwise objectionable;
- are intended to victimize, harass, degrade or intimidate an individual or group of individuals on the basis of age, disability, ethnicity, gender, race, religion or sexual orientation; comprise non-public or insider information about companies, or are otherwise confidential or private; contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant to Mojo all of the license rights granted herein; comprise an advertisement, solicitation, pyramid scheme, firm offer to invest or other unsolicited commercial communication (except as otherwise expressly permitted by Mojo in writing); or include recommendations to buy or refrain from buying a particular security or which otherwise have the purpose of affecting the price or value of any security;
- Disguise or attempt to disguise the true origin of any User Submissions;Impersonate any person or entity (including, without limitation, Mojo staff or other members of the Mojo community) or misrepresent any affiliation with any person or entity;
- Knowingly post or transmit any User Submissions that contain software viruses, files, code or other harmful components designed to interrupt, destroy or limit the functionality of the Sites, the Content or any Mojo computer software, systems or equipment;
- Collect or store other users’ personal data;Restrict or inhibit any other user from using the Sites, Site Services, Content or Online Communities;
- Upload, post, email, or otherwise transmit any material that infringes any patent, trademark, trade secret, copyright or other intellectual property right, privacy right, or publicity right of any person or entity;Upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” chain letters, or any other potentially objectionable form of unsolicited communication, including without limitation, via initiation or perpetuation of “SPAM,” or to newsgroups, bulletin boards, or users that have requested that messages not be sent to them;
- Upload, post, email, or otherwise transmit any material that you do not intend to disclose to all recipients of your transmission, including users who have access to the areas of the Sites in which your User Submission is posted;
- Use the Sites for any purpose or in any manner that violates any local, state, or federal law or regulation, or any applicable laws or regulations of any foreign government; orUpload, post, email or otherwise transmit without authorization any material that would reasonably be considered to contain confidential or private information concerning any third party person or entity, including without limitation, personal (i.e., non-business) phone number(s) or addresses, account numbers, social security numbers, passwords or other similar information.
Mojo neither endorses nor is responsible for any User Submissions, or for any opinion, advice, recommendation, information or other utterance made or displayed therein or otherwise posted on the Sites or Online Communities by third parties, whether such third parties are visitors to the Sites, members of the Mojo community or others. Mojo expressly disclaims any and all liability in connection with any User Submissions. The opinions expressed in any User Submission reflect solely the opinions of the user submitting such User Submission and do not reflect the opinions or views of Mojo. You should not rely on User Submissions in making (or refraining from making) any specific investment, business or other decisions.
Mojo cannot ensure that User Submissions are in compliance with the Terms of Service. You understand that when using the Sites you will be exposed to User Submissions from a variety of sources, and that Mojo cannot guarantee, and is not responsible for, the accuracy, integrity, quality, usefulness, safety, or intellectual property rights or protections of or relating to such User Submissions. You further understand and acknowledge that you may be exposed to User Submissions that are inaccurate, offensive, indecent, objectionable, obscene, threatening, harassing or that otherwise violate these Terms of Service, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Mojo with respect thereto.
Our Sites may include discussion groups, blogs, chats and other areas that allow uploading of Content and/or interaction between members of the Mojo community (each, an “Online Community“). While Mojo does not control or monitor the User Submissions posted to Online Communities, it reserves the right (which it may exercise at its sole discretion without notice) to delete, move or edit the User Submissions and to terminate your access to and use of the Online Communities in the event your User Submissions violate the Terms of Service, including the User Representations above. Mojo has no obligation to review or monitor the Online Communities or User Submissions, and is not responsible for such information, including any advice or suggestions made by members of the Mojo community, including Mojo Chairs acting in their independent contractor capacity.
Certain Online Communities have their own community guidelines or standards which govern User Submissions and other content posted or otherwise published in these Online Communities. Community guidelines or standards applicable to an Online Community can be located in the area within a Site where the Online Communities are accessed. You are responsible for understanding and following any applicable community guidelines or standards.
Mojo may modify the rules related to Online Communities at any time without prior notice to you.
By submitting User Submissions to any Online Community you agree to indemnify and hold harmless Mojo from all claims, costs and expenses (including legal expenses) arising out of any such User Submissions posted or published by you that are in breach of these Terms of Service. Your use of an Online Community is at your own initiative and risk. The opinions expressed via User Submissions in the Online Communities reflect solely the opinion(s) of the participants and do not reflect the opinion(s) or view(s) of Mojo.
You may use the Sites to purchase products or services from Mojo’s third party partners. In that event, your contract for such products will be with the third party partner and not with Mojo. You acknowledge and agree that Mojo has no responsibility or liability in connection with any such products or services. Descriptions or images of, or references to, products or services on the Sites do not imply Mojo’s endorsement of such products or services.
Mojo may, in its discretion, terminate or suspend your access to all or part of the Sites (including any right to access and use the Content). Mojo reserves the right to refuse to offer access to the Sites and/or Content to anyone at anytime without notice.
The rights of termination are in addition to all other rights or remedies of Mojo provided in these Terms of Service or by law.
If you terminate your account, we will have no obligation to refund you any fees you may have paid except as may be required by applicable law.
Mojo reserves the right, in its discretion, to suspend, change, modify, add or remove portions of the Content available on the Sites at any time. Mojo reserves the right to add to or change the Sites or cease offering the Sites at any time and without liability.
In order to access certain Sites available only to members of the Mojo community (including Mojo members, chairs, speakers, Mojo employees and certain partners or service providers) (each, a “Member Site“), you will require a username, password, and/or other security-related access information (collectively, “Account Information“). You are solely responsible for maintaining the confidentiality of, and ensuring that proper security precautions are taken with respect to your Account Information. You are also responsible for all unauthorized access, use or misuse of the Sites, Site Services and/or Content due to your direction or lack of direction, control, lack of care in protecting Account Information, or failure to comply with the Terms of Service. Each registration is for a single user only; Mojo does not permit access through a single username and password being made available to multiple users on a network. You may not transfer or share your Account Information with anyone or permit others to use your Account Information to access or use the Sites. You agree to (a) immediately notify Mojo of any loss, theft or unauthorized use of any Account Information or any other breach of security pertaining to the Sites, and (b) ensure that your complete registration information, including your email address and personal contact information, is up to date. Mojo cannot and will not be liable for any loss or damage arising from your or any third party’s failure to comply with this section. Mojo reserves the right to monitor and record activity on the Sites, including access to the Content for the purposes of confirming your compliance with the Terms of Service, and to ensure proper site operation and performance. We also reserve the right to terminate or suspend your access to the Sites without notice or further obligation to you if, in our sole discretion, we believe you are in violation of this section or other provisions of the Terms of Service.
Your written contract(s) with Mojo, if any, and any amendments, addendums, exhibits, and schedules (as applicable) thereto, and these Terms of Service, as the latter may be amended from time-to-time in Mojo’s sole discretion, constitute the entire agreement between Mojo and you, and supersede all prior or contemporaneous agreements, representations, warranties and understandings, whether electronic, verbal, or written, between you and Mojo, with respect to the Sites, Content and Site Services.
Headings in these Terms of Service are for convenience only and have no legal meaning or effect.
Relationship Between the Parties
There is no agency, partnership, joint venture, or employee-employer relationship between any user or Member and Mojo arising solely through the access or use of the Sites or Site Services.
You shall comply with all export laws and restrictions and regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or other United States or foreign agency or authority, and not export or re-export Visage Content in violation of any such restrictions, laws, or regulations. By downloading or using the Content, you agree to the foregoing and you represent and warrant that you are not located in, under the control of, or a national or resident of any restricted country or on any such list.
Governing Law and Jurisdiction
These Terms of Service and all disputes related to these Terms of Service or arising hereunder shall be governed by, construed and enforced exclusively in accordance with the laws of the State of Delaware pertaining to contracts to be entered into and wholly to be performed therein, without regard to its or any other states’ conflicts of law rules or public policy. The Parties further agree to submit to the jurisdiction of Delaware courts and that they agree to accept and will not object to any process served on them by, through or in connection with any action, proceeding or lawsuit by a Party hereto relating to these Terms of Service commenced in Delaware courts. The Parties waive any objection to venue in the event either Party commences an action, proceeding or lawsuit relating to these Terms of Service in the Delaware Courts. The Parties further acknowledge that these Terms of Service performed in accordance with their terms involve more than one hundred thousand US dollars. Notwithstanding any of the foregoing, the Parties may mutually agree in writing to commence any action, proceeding or lawsuit relating to these Terms of Service in any federal or state court of competent jurisdiction. The Parties hereto specifically waive any right to a jury trial with respect to any matter arising under these Terms of Service. If any action or proceeding is brought to enforce or interpret these Terms of Service, the prevailing party shall be entitled to reasonable attorneys’ fees in the same or separate action and any other appropriate relief. Any cause of action by you arising in connection with the Site, Content or Site Services must be instituted within one (1) year after the cause of action arose or be forever waived and barred.