Key Conservation | Terms of Use

TERMS OF USE

Key Conservation Terms of Service

Last Updated: APRIL 21, 2023

These Terms of Service (“Terms”) apply to your access or use of (i) the website, https://www.keyconservation.org/ and all associated web pages, websites, and social media pages (the “Site”) provided by Key Conservation (“Key Conservation” “we” “us” or “our”), (ii) the associated mobile / tablet / desktop application (each an “App”) available for download, and (iii) the services, information, calls to volunteer, content and materials made available via the Site / App (collectively, the “Activities”). These Terms supersede until explicitly provided otherwise, the terms or conditions of any other agreement you may have with us.

PLEASE READ THESE TERMS CAREFULLY, INCLUDING THE MANDATORY ARBITRATION PROVISION DESCRIBED IN SECTION 14 WHICH REQUIRES THAT DISPUTES ARE RESOLVED BY FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL AND NOT A CLASS-WIDE OR CONSOLIDATED BASIS.

BY AGREEING TO THESE TERMS, EXCEPT FOR (I) CERTAIN TYPES OF DISPUTES DESCRIBED IN SECTION 14, (II) WHERE YOU EXERCISE YOUR RIGHT TO OPT OUT OF ARBITRATION, OR (III) TO THE EXTENT PROHIBITED BY LAW, DISPUTES BETWEEN YOU AND KEY CONSERVATION WILL BE RESOLVED SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, ANY OTHER KIND OF REPRESENTATIVE PROCEEDING, OR BY JURY TRIAL. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT ACCESS OR USE OUR SITE / APP.

We reserve the right to change or modify these Terms at any time and in our sole discretion. If we make changes to these Terms, we will provide notice of such changes, such as by sending you an email notification, providing notice through newsletters or when you engage with any of the Activities, or by updating the “Last Updated” date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately. Your continued use of the Site / App or engagement with any of the Activities in any other manner following our notice of the amended Terms will confirm your acceptance of the amended Terms. If you do not agree to the amended Terms, you must immediately stop accessing or using the Site / App or engaging with the Activities in any way whatsoever.

All questions or comments about these terms as well as associated queries should be directed to contact@keyconservation.org.

1. Privacy Policy

Please refer to our Privacy Policy for information about how Key Conservation collects, uses and discloses information about you.

2. Eligibility

The information, calls to action, invite to volunteer, invite to sign up for marketing materials and newsletters are not targeted towards, nor intended for use by, anyone under the age of 18. By engaging with the Activities, you represent and warrant that you: (a) are 18 years of age or older; (b) have not been previously suspended from engaging with the Activities; and (c) have full power and authority to enter into these Terms and that, in doing so, you will not violate any other agreement to which you are a party. If you are a parent or legal guardian and you believe that your child under the age of 18 is engaging with the Activities, please contact us at contact@keyconservation.org.

3. Your Information

You may provide certain information to Key Conservation in connection with your access or use of our Site / App, or we may otherwise collect certain information about you when you access or use our Site / App. You represent and warrant that any information you provide to Key Conservation in connection with the Site / App is accurate.

4. Accounts

In order to access and engage with the Activities, you will be required to register for an account. If you create an account via our Site / App, you agree to: (a) provide accurate, current and complete information; (b) maintain and promptly update your account information to keep it accurate, current and complete; (c) maintain the security of your account and accept all risks of unauthorized access to your account because of your actions or omissions, and the information you provide to us; and (d) immediately notify us if you discover or otherwise suspect any security breaches related to your account or any of the Activities through the Site / App.

5. Copyright and Limited License

Unless otherwise indicated, the Activities, including all content, video and other materials on or made available via the Site / App, are the property of Key Conservation and its licensors and are protected by the U.S. and international copyright laws. Any use, copying, redistribution and/or publication of any part of the Site / App or the Activities, including anything gained or learned via engagement with the Site / App, other than as authorized by these Terms or expressly authorized in writing by us, is strictly prohibited.

In addition, the look and feel of the Site / App, including all page headers, custom graphics, button icons, and scripts, is the property of Key Conservation and may not be copied, imitated or used, in whole or in part, without our prior written permission. You do not acquire any ownership rights in or to any content, video and other materials on or made available via the Site / App, and we reserve all rights not expressly granted in these Terms.

You are granted a limited, non-transferable, non-sublicensable, non-exclusive, revocable right to access the Site / App and engage with the Activities solely for your own personal purposes; provided, however, that such license is subject to these Terms and does not include the right to:

resell, lease, rent or sublicense any content that is the property of Key Conservation or any access to the Activities or any content, video and other materials on or made available via the Site / App;

unless otherwise authorized by these Terms or expressly authorized in writing by us, copy, distribute, publicly perform or publicly display anything derived from, or bearing the distinguishing mark of Key Conservation or any content, video and other materials on or made available via the Site / App including any of the photos, videos, links, offers to participate in events, documents and other content (“Partner Content”) posted by the organizations with which we partner (our “Partner Organizations”).

modify or otherwise make any derivative uses of anything accessed, gained or obtained from the Site / App, including any content, video and other materials on or made available via the Site / App;

download (other than page caching) any content, video and other materials on or made available via the Site / App, except as expressly permitted by a separate agreement with Key Conservation; or

use the Activities, or any content, video and other materials on or made available via the Site / App other than for their intended purposes. Except as explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise.

6. Trademarks

The logos of Key Conservation, the look and feel of the Site / App, and any other service name, logo or slogan contained in the Site / App are unique to Key Conservation and may not be re-used.

Similarly, there may be service marks and/or trademarks of our partners, suppliers or licensors that may not be copied, imitated or used, in whole or in part, without the prior written authorization of Key Conservation or the applicable trademark holder.

Any authorized use of such trademarks, service marks and/or trade dress must be in accordance with any guidelines provided by Key Conservation.

7. Confidential / Non-Disclosure

You acknowledge that certain materials on or made available via the Site / App or your engagement with any of the Activities constitute the Confidential Information of Key Conservation. “Confidential Information” refers to certain information that is marked as “Confidential” or “Proprietary” that we reasonably regard as proprietary or confidential relating to our work.

Except as expressly allowed herein, you agree to hold in confidence and not disclose any such Confidential Information.

The foregoing obligations shall not apply to the extent that Confidential Information: (i) must be disclosed to comply with any requirement of law or order of a court or administrative body; (ii) is known to or in your or our possession prior to receiving the disclosure of such Confidential Information as documented by notes or records; (iii) is known or generally available to the public through no act or omission of you or us in breach of this Agreement; or (iv) is made available free of any legal restriction by a third party who in turn is legally authorized to hold and disburse said information. The duties and requirements under this section shall survive the termination of this Agreement.

You hereby agree that any unauthorized disclosure of Key Conservation’s Confidential Information may cause immediate and irreparable injury to Key Conservation and that, in the event of such breach, Key Conservation will be entitled, in addition to any other available remedies, to immediate injunctive and other equitable relief, without bond and without the necessity of showing actual monetary damages.

8. User Content

The Activities may include discussion forums, blogs, profiles, or other interactive features or areas (collectively, “Interactive Areas”), in which you or other users may create, post, transmit or store any content on the Site / App , such as text, photos, video or graphics (“User Content”). When you post or otherwise share User Content on or through our Site / App, you understand that your User Content and any associated information (such as the information on your profile) may be visible to others. If you choose to make any of your information publicly available through our Site/App, you do so at your own risk. You agree that you are solely responsible for your User Content and for your use of the Interactive Areas and that you use the Interactive Areas at your own risk.

Except for the license you grant below, as between you and Key Conservation, you retain all rights in and to your User Content, excluding any portion of the Site/App or Activities included in your User Content. You grant Key Conservation a nonexclusive, royalty-free, worldwide, fully paid, and sublicensable (through multiple tiers) license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly or otherwise perform and display, and exploit your User Content and any name, username or likeness provided in connection with your User Content in all media formats and channels now known or later developed without compensation to you or any third party. You hereby irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding User Content that you may have under any applicable law or under any legal theory.

You may not create, post, store, or share any User Content for which you do not have all the rights necessary to grant us the license described above, and you represent and warrant that your User Content, and our use of such User Content as permitted by these Terms, will not violate any rights of any person or entity, including any third-party rights, or cause injury to any person or entity. You agree not to post, upload to, transmit, distribute, store, create or otherwise publish or send via the Site/App or through the Activities any User Content that:

is unlawful, libelous, defamatory, obscene, pornographic, harassing, threatening, abusive, inflammatory, fraudulent or otherwise objectionable;
would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or that would otherwise create liability or violate any local, state, national or international law;
displays, describes or encourages usage of our Site/App or engage in the Activities in a manner that could be offensive, inappropriate or harmful to Key Conservation or any user;
may violate the publicity, privacy or data protection rights of others, including pictures or information about another individual where you have not obtained such individual’s consent;
makes false or misleading statements, claims or depictions about a person, company, product or service;
does not clearly and prominently disclose any material connections you may have to any other company or a third-party brand or seller (for example, if you receive free products or services or are a paid blogger or employee of any other company or such third-party brand or seller);
may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
contains or depicts any statements, remarks, or claims that do not reflect your honest views and experiences;
impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;
contains any unsolicited promotions, political campaigning, advertising, or solicitations;
contains any private or personal information of a third party without such third party’s consent;
contains viruses, malware of any kind, corrupted data or other harmful, disruptive or destructive files, content or code; and
in the sole judgment of Key Conservation, is objectionable, restricts or inhibits any other person from using or enjoying the Site / App or which may expose Key Conservation or its users to any harm or liability of any type.

Key Conservation takes no responsibility and assumes no liability for any User Content posted, stored or uploaded by you or any third party or for any loss or damage thereto, nor is Key Conservation liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter in any of the Interactive Areas. Enforcement of the Terms is solely in our discretion and the absence of enforcement of these Terms in some instances does not constitute a waiver of our right to enforce the Terms in other instances. In addition, these Terms do not create any private right of action on the part of any third party or any reasonable expectation or promise that the Activities and other content on the Site / App will not contain any content that is prohibited by these Terms.

Although Key Conservation has no obligation to screen, edit or monitor any of the User Content posted on the Site / App, Key Conservation reserves the right, and has absolute discretion, to remove, screen or edit any User Content posted or stored on the Site / App at any time and for any reason without notice, and you are solely responsible for creating backup copies and replacing any User Content you post or store on the Site / App at your sole cost and expense. Key Conservation reserves the right, and has absolute discretion, to take any action with respect to your User Content that is necessary or appropriate to ensure compliance with applicable law and these Terms, or to protect Key Conservation’s rights, or to protect any third-party rights, including third-party intellectual property and privacy rights (e.g., providing information to copyright owners in furtherance of the Digital Millennium Copyright Act takedown requests). Key Conservation may, as permitted by law, cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any User Content on or through the Services.

9. Your Obligations

You agree that you will not use the Site/ App in violation of any law, contract or intellectual property or another third party right. You further agree not to:

use the Site / App in any manner that could damage, disable, overburden, impair or inhibit other users from fully enjoying our Site/App and the Activities in any manner;

share, copy, download, make derivative works of or otherwise modify any content defined as User Content that is not generated by yourself unless expressly permitted by Key Conservation or a Partner.

send unsolicited or unauthorized advertising, solicitations, promotional materials, spam, junk mail, chain letters, and pyramid schemes, or harvest or collect email addresses or other contact information of other users from the Site / App for the purposes of sending commercial emails;

reverse engineer any aspect of our Site/App or the Activities or do anything that might discover or reveal source code, or bypass or circumvent measures employed to prevent or limit access to any part of our Site/App or Activities;

use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access the Site / App or to extract data, except in accordance with instructions contained in our robot.txt file and only to compile for search results, provided that Key Conservation grants to the operators of public search engines permission to use spiders to copy materials from the Site/App for the sole purpose of (and solely to the extent necessary for) creating publicly available, searchable indices of such materials, but not caches or archives of such materials. Key Conservation reserves the right to revoke such permission either generally or in specific cases, at any time and without notice;

introduce to the Site / App any virus, trojan worms, logic bombs or other harmful material;

circumvent measures employed to prevent or limit access to any area, content or feature of the Site / App as well as any of the Activities;

use or attempt to use another’s account without authorization from that user and Key Conservation, or grant any third party any right to access your account without authorization from Key Conservation;

impersonate or post on behalf of any other person or entity or otherwise misrepresent your affiliation with a person or entity;

engage in any harassing, intimidating, predatory or stalking conduct;

Violate any applicable law, contract, intellectual property right, or other third-party right or commit a tort;

develop any third-party applications that interact with User Content and the Activities; or

use our Site/App or the Activities for any illegal or unauthorized purposes, or engage in, encourage, or promote any activity that violates these Terms.

10 Repeat Infringer Policy; Copyright Complaints

Our Policy. In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, the accounts of users who repeatedly infringe the intellectual property rights of others (our “DMCA Policy”).

Reporting Claims of Copyright Infringement. If you believe that any content on our Site/App infringes any copyright that you own or control, you may notify Key Conservation’s designated agent (your notification, a “DMCA Notice”) as follows:

Designated Agent: [KEY CONSERVATION]

Address: [4967 Newport Ave Ste 12 PMB 318 ]

[SAN DIEGO, CA 92107]

Email Address: [CONTACT@KEYCONSERVATION.ORG]

Please see Section 512(c)(3) of the DMCA for the requirements of a proper notification. If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your notice may not be effective. If you knowingly materially misrepresent that any activity or material on our App/Site is infringing, you may be liable to Key Conservation for certain costs and damages.

11. Third-Party Content

Our Site/App rely on or interoperate with third-party products and services, including, without limitation, data storage services, application development interfaces, payment processing platforms and third-party app stores (collectively, “Third-Party Materials”). These Third-Party Materials are beyond our control, but their operation may impact, or be impacted by, the use and reliability of our Site/App or the Activities. You acknowledge that (a) the use and availability of the Site/App and the Activities is dependent on third-party product vendors and service providers and (b) these Third-Party Materials may not operate reliably 100% of the time, which may impact the way that our Site/App and Activities operate.

Key Conservation may provide third-party content or Partner Content on the Site / App, including without limitation promotions for third-party products and services, and may provide links to web pages and content of third parties (collectively the “Third-Party Content”). Key Conservation does not control, endorse or adopt any Third-Party Content or Partner Content and makes no representation or warranties of any kind regarding the Third-Party Content or the Partner Content, including without limitation regarding its accuracy, safety, lawfulness, or completeness. You acknowledge and agree that Key Conservation is not responsible or liable in any manner for any Third-Party Content or Partner Content and undertakes no responsibility to update or review any Third-Party Content or Partner Content, identifiable as such.

Your use of any Third-Party Content or Partner Content is at your own risk. The inclusion of Third-Party Content and Partner Content on the Site/App does not imply affiliation, endorsement or adoption by Key Conservation of any Third-Party Content or any information contained therein.

Your business dealings or correspondence with, or participation in the promotional offers of, any third party responsible for Third-Party Content, including without limitation Partner Content, and any terms, conditions, warranties or representations associated with such dealings or promotional offers, are solely between you and such third party. When you leave the Site/App as well as stop engaging with our Activities, you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site/App .

12. Indemnification

You agree to defend, indemnify and hold harmless Key Conservation, whether mentioned on the Site / App or not, service providers and consultants, and our and their respective directors, officers, employees and agents (collectively, the “Parties”) from and against any claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or related to (a) your use of the Site/App, (b) your breach of any of these Terms, or (d) your violation of the rights of any third party.

13. Limitation of Liability

To the fullest extent permitted by applicable law:

In no event shall Key Conservation, its independent contractors, service providers and consultants, and our and their respective directors, officers, employees and agents be liable for any special, indirect or consequential damages, including but not limited to loss of use, loss of profits or loss of data, whether in an action in contract, tort, (including as a result of any of the Parties’ negligence) or otherwise arising out of or in any way connected with these terms or the use of or inability to use the Site / App;

In no event shall the aggregate liability of the parties, whether in contract, warrant, tort, (including as a result of the Parties’ negligence), product liability, strict liability, or other theory, arising out of or relating to these terms or the use of or inability to engage with the Activities exceed any compensation you pay, if any, to Key Conservation for access to or use of the Site / App .

You acknowledge and agree that Key Conservation offers the Activities without any additional promises, and entered into these terms in reliance upon the warranty disclaimers and the limitations of liability set forth in these terms, and these form an essential basis of the relationship between you and Key Conservation.

14. No Third-Party Beneficiaries

These Terms are for the benefit of and will be enforceable by Key Conservation and you only. These Terms are not intended to confer any right or benefit on any third party or to create any obligations to any such third party.

15. Modification of the Site / App

Key Conservation reserves the right to modify or discontinue, temporarily or permanently, the Site / App, as well as any and all of the Activities or any features or portions thereof without prior notice. You agree that Key Conservation will not be liable for any modification, suspension or discontinuance of the Site / App, as well as any and all of the Activities or any part thereof.

16. Dispute Resolution; Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND Key Conservation TO ARBITRATE CERTAIN DISPUTES AND CLAIMS AND LIMITS THE MANNER IN WHICH WE CAN SEEK RELIEF FROM EACH OTHER. ARBITRATION PRECLUDES YOU AND Key Conservation FROM SUING IN COURT OR HAVING A JURY TRIAL. YOU AND Key Conservation AGREE THAT ARBITRATION WILL BE SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, OR ANY OTHER KIND OF REPRESENTATIVE PROCEEDING. Key Conservation AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY.

FOLLOW THE INSTRUCTIONS BELOW IF YOU WISH TO OPT OUT OF THE REQUIREMENT OF ARBITRATION ON AN INDIVIDUAL BASIS. NO CLASS OR REPRESENTATIVE ACTIONS OR ARBITRATIONS ARE ALLOWED UNDER THIS ARBITRATION AGREEMENT.

Informal Dispute Resolution Prior to Arbitration. For any dispute or claim that you have against Key Conservation, that Key Conservation has against you, or that you have or Key Conservation has arising from or relating to these Terms, the Site / App, or any aspect of the relationship between you and Key Conservation as relates to these Terms, the Site / App, including any privacy or data security claims, (collectively, “Claims”, and each a “Claim”), you and Key Conservation agree to attempt to first resolve the Claim informally via the following process:

If you assert a Claim against Key Conservation, you will first contact Key Conservation by sending a written notice of your Claim (“Claimant Notice”) to Key Conservation by certified mail addressed to Key Conservation, 4967 Newport Ave Ste 12318, San Diego, CA 92107-3167 or by email to CONTACT@KEYCONSERVATION.ORG. The Claimant Notice must (i) include your name, residence address, email address, and telephone number; (ii) describe the nature and basis of the Claim; and (iii) set forth the specific relief sought.

If Key Conservation asserts a Claim against you, Key Conservation will first contact you by sending a written notice of Key Conservation’s Claim (“Key Conservation Notice”), and each of a Claimant Notice and Key Conservation Notice, a “Notice”) to you via email to the primary email address associated with your account. The Key Conservation Notice must (i) include the name of a Key Conservation contact and the contact’s email address and telephone number; (ii) describe the nature and basis of the Claim; and (iii) set forth the specific relief sought.

If you and Key Conservation cannot reach an agreement to resolve the Claim within thirty (30) days after you or Key Conservation receives such a Notice, then either party may submit the Claim to binding arbitration as set forth below. The statute of limitations and any filing fee deadlines shall be tolled for thirty (30) days from the date that either you or Key Conservation first send the applicable Notice so that the parties can engage in this informal dispute-resolution process.

Claims Subject to Binding Arbitration; Exceptions. Except for individual disputes that qualify for small claims court and any disputes exclusively related to the intellectual property or intellectual property rights of you or Key Conservation, including any disputes in which you or key Conservation seek injunctive or other equitable relief for the alleged unlawful use of your or Key Conservation’s intellectual property or other infringement of your or Key Conservation’s intellectual property or other infringement of your or Key Conservation’s intellectual property rights (“IP Claims”), all Claims, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory including Claims that are not related to intellectual property rights but are jointly filed with IP Claims, that are not resolved in accordance with Section 16(a) will be resolved by a neutral arbitrator through final and binding arbitration instead of in a court by a judge or jury. Such Claims include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability, or validity of the arbitration provision or any portion of the arbitration provision. The arbitrator will have the authority to grant any remedy or relief that would otherwise be available in court.
Federal Arbitration Act. These Terms affect interstate commerce, and the enforceability of this Section 16 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq., to the extent permitted by law. As limited by the FAA, these Terms, and the AAA Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability.
Arbitration Procedure (Consumers and Businesses). All Claims must be submitted to the American Arbitration Association (the “AAA”) and will be resolved through binding arbitration before one arbitrator. The AAA administers arbitration pursuant to the due process standards set forth by the AAA and rules set forth by the AAA. Such rules differ if you are a consumer or a business as further described below:

If you are an individual using the Services for your personal use, you are a “Consumer”, and the then-current version of the AAA’s Consumer Arbitration Rules, which are available on the AAA’s website (adr.org), as amended by these Terms as follows, will apply to any arbitration between you and Key Conservation:

- YOU AND Key Conservation AGREE THAT ANY ARBITRATION UNDER THESE TERMS WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED, AND YOU AND Key Conservation ARE AGREEING TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION. The arbitrator may conduct only an individual arbitration and, except as described below for the additional procedures to govern if twenty-five (25) or more similar or coordinated claims are asserted against Key Conservation or you by the same or coordinated counsel, may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding, or preside over any proceeding involving more than one individual.
- For any arbitration you initiate, you will pay the consumer filing fee, and Key Conservation will pay the remaining AAA fees and costs. For any arbitration initiated by Key Conservation, Key Conservation will pay all AAA fees and costs.
- For all arbitrations where the Claims asserted are $25,000 or less, the arbitration shall be resolved according to the AAA’s Procedures for the Resolution of Disputes through Document Submission, and for all other arbitrations the following procedure will apply: (i) the arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by you or by us that an in-person hearing is appropriate; (ii) any in-person appearances will be held at a location that is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances, and (iii) if the parties are unable to agree on a location, such determination will be made by the AAA or by the arbitrator.
- If you or Key Conservation submits a dispute to arbitration and the arbitrator orders any exchange of information, you and Key Conservation agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and/or other materials that might be exchanged or the subject of discovery in the arbitration. You and Key Conservation agree to seek such protection before any such information, documents, testimony, and/or materials are exchanged or otherwise become the subject of discovery in the arbitration.
- The arbitrator’s decision will follow these Terms and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of these Terms, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof. Notwithstanding any of the foregoing, nothing in these Terms will preclude you from bringing issues to the attention of federal, state or local agencies and, if the law allows, they can seek relief against us for you.
- The AAA Supplementary Rules for Multiple Case Filings and the AAA Multiple Consumer Case Filing Fee Schedule will apply if twenty-five (25) or more similar claims are asserted against Key Conservation or against you by the same or coordinated counsel or are otherwise coordinated.
  - In addition to the application of the AAA Supplementary Rules for Multiple Case Filings and the AAA Multiple Consumer Case Filing Fee Schedule, you and Key Conservation understand and agree that when twenty-five (25) or more similar claims are asserted against Key Conservation or you by the same or coordinated counsel or are otherwise coordinated resolution of your or Key Conservation’s Claim might be delayed.
  - For such coordinated actions, you and Key Conservation also agree to the following coordinated bellwether process. Counsel for claimants and counsel for Key Conservation shall each select ten (10) cases (per side) to proceed first in individual arbitration proceedings. The remaining cases shall be deemed filed for purposes of the statute of limitations but not for the purpose of assessing AAA fees. No AAA fees shall be assessed in connection with those cases until they are selected to proceed to individual arbitration proceedings as part of a bellwether process. If the parties are unable to resolve the remaining cases after the conclusion of the initial twenty (20) proceedings, each side shall select another ten (10) cases (per side) to proceed to individual arbitration proceedings as part of a second bellwether process.
  - A single arbitrator shall preside over each case. Only one case may be assigned to each arbitrator as part of a bellwether process unless the parties agree otherwise.
  - This bellwether process shall continue, consistent with the parameters identified above, until all the claims included in these coordinated filings, including your case, are adjudicated or otherwise resolved.
  - The statute of limitations and any filing fee deadlines shall be tolled for claims subject to this bellwether process from the time the first cases are selected for a bellwether process until the time your or Key Conservation’s case is selected for a bellwether process, withdrawn, or otherwise resolved.
  - A court shall have authority to enforce this paragraph and, if necessary, to enjoin the mass filing or prosecution of arbitration demands against Key Conservation or you.

If you are NOT a “Consumer” (as defined above), you are a “Business” and the then-current version of the AAA’s Commercial Arbitration Rules and Mediation Procedures, which are available on the AAA’s website (adr.org), as amended by these Terms as follows, will apply to any arbitration between you and Key Conservation:
- YOU AND Key Conservation AGREE THAT ANY ARBITRATION UNDER THESE TERMS WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED, AND YOU AND Key Conservation ARE AGREEING TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION. The arbitrator may conduct only an individual arbitration and, except as described below for the additional procedures to govern if twenty-five (25) or more similar or coordinated claims are asserted against Key Conservation or you by the same or coordinated counsel, may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding, or preside over any proceeding involving more than one individual.
- Any in-person appearances will be held in County of San Diego County, California.
- You and Key Conservation agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and/or other materials that might be exchanged or the subject of discovery in the arbitration. You and Key Conservation agree to seek such protection before any such information, documents, testimony, and/or materials are exchanged or otherwise become the subject of discovery in the arbitration.
- The arbitrator’s decision will follow these Terms and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of these Terms, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof. Notwithstanding any of the foregoing, nothing in these Terms will preclude you from bringing issues to the attention of federal, state or local agencies and, if the law allows, they can seek relief against us for you.
- The AAA Supplementary Rules for Multiple Case Filings and the AAA Multiple Consumer Case Filing Fee Schedule will apply if twenty-five (25) or more similar claims are asserted against Key Conservation or against you by the same or coordinated counsel or are otherwise coordinated.
  - In addition to the application of the AAA Supplementary Rules for Multiple Case Filings and the AAA Multiple Consumer Case Filing Fee Schedule, you and Key Conservation understand and agree that when twenty-five (25) or more similar claims are asserted against Key Conservation or you by the same or coordinated counsel or are otherwise coordinated resolution of your or Key Conservation’s Claim might be delayed.
  - For such coordinated actions, you and Key Conservation also agree to the following coordinated bellwether process. Counsel for claimants and counsel for Key Conservation shall each select ten (10) cases (per side) to proceed first in individual arbitration proceedings. The remaining cases shall be deemed filed for purposes of the statute of limitations but not for the purpose of assessing AAA fees. No AAA fees shall be assessed in connection with those cases until they are selected to proceed to individual arbitration proceedings as part of a bellwether process. If the parties are unable to resolve the remaining cases after the conclusion of the initial twenty (20) proceedings, each side shall select another ten (10) cases (per side) to proceed to individual arbitration proceedings as part of a second bellwether process.
  - A single arbitrator shall preside over each case. Only one case may be assigned to each arbitrator as part of a bellwether process unless the parties agree otherwise.
  - This bellwether process shall continue, consistent with the parameters identified above, until all the claims included in these coordinated filings, including your case, are adjudicated or otherwise resolved.
  - The statute of limitations and any filing fee deadlines shall be tolled for claims subject to this bellwether process from the time the first cases are selected for a bellwether process until the time your or Key Conservation’s case is selected for a bellwether process, withdrawn, or otherwise resolved.
  - A court shall have authority to enforce this paragraph and, if necessary, to enjoin the mass filing or prosecution of arbitration demands against Key Conservation or you.

One Year to Assert Claims. To the extent permitted by law, any Claim by you or Key Conservation relating in any way to these Terms, the Site / App, or any aspect of the relationship between you and Key Conservation as relates to these Terms or the Site / App, must be filed within one year after such Claim arises; otherwise, the Claim is permanently barred, which means that you and Key Conservation will not have the right to assert the Claim.
Opting Out of Arbitration. You have the right to opt out of binding arbitration within 30 days of the date you first accepted these Terms by providing us with notice of your decision to opt-out via certified mail addressed to: Key Conservation, 4967 Newport Ave Ste 12318, San Diego, CA 92107-3167. In order to be effective, the opt-out notice must include your full name, mailing address, and email address. The notice must also clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 17.
Rejection of Future Arbitration Changes. You may reject any change we make to Section 16 (except address changes) by personally signing and sending us notice within 30 days of the change via certified mail addressed to Key Conservation, 4967 Newport Ave Ste 12318, San Diego, CA 92107-3167. If you do, the most recent version of Section 16 before the change you rejected will apply.
Severability. If any portion of this Section 16 is found to be unenforceable or unlawful for any reason, including but not limited to because it is found to be unconscionable, (i) the unenforceable or unlawful provision will be severed from these Terms; (ii) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this Section 16 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 16; and (iii) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration. The litigation of those claims will be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 16 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 16 will be enforceable.

Notwithstanding anything to the contrary in the Terms, if you reside in any country outside of the United States, you may bring legal proceedings regarding the Terms either by following the arbitration procedure detailed above in this Section 16 of the Terms or, if given the right by applicable law, by submitting the dispute to an arbitration administrator in the jurisdiction in which you reside. To the extent any proceeding is not subject to arbitration under applicable law, you may submit the dispute to the courts of the jurisdiction in which you reside.

17. Governing Law and Forum

Any dispute between the parties or claim relating in any way to your use of the Site/ App or engaging with any of the Activities distributed or provided by Key Conservation will be resolved by binding arbitration, rather than in court, subject to the parties mutual consent to allow the dispute to go to Court.

To the extent that the applicable local laws may not allow for a certain subject to be dealt with by arbitration, regarding the subject matter of these Terms, it will be governed by the laws of the State of California in the United States of America and applicable limitations as well as rights, without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction.

In the above mentioned scenario you and Key Conservation agree that any action at law or in equity arising out of or relating to any actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property, or relating to these Terms shall be filed only in the courts of the State of California, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these Terms.

18. Termination

Key Conservation reserves the right, without advance notice and in its sole discretion, to terminate your license to use the Site / App and to block or prevent your future access to and use of the Site / App.

19. Severability

If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

20. Additional Terms Applicable to Mobile Devices

The following terms apply if you install, access, or use the App on any device that contains the iOS mobile operating system (the “iOS App”) developed by Apple Inc. (“Apple”).

Acknowledgement. You acknowledge that these Terms are concluded solely between us, and not with Apple. Key Conservation, not Apple, is solely responsible for this iOS App and the content thereof. You further acknowledge that the usage rules for the iOS App are subject to any additional restrictions set forth in the Usage Rules for the Apple iOS App Store Terms of Service as of the date you download the App, and in the event of any conflict, the Usage Rules in the Apple iOS App Store will govern if they are more restrictive. You acknowledge that you have had the opportunity to review the Usage Rules.

Scope of License. The license granted to you is limited to a non-transferable license to use the iOS App on any iPhone, iPod touch, iPad, or any other Apple device that you own or control as permitted by the Usage Rules set forth in the Apple iOS App Store Terms of Service.
Maintenance and Support. You and Key Conservation acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.
Warranty. You acknowledge that Apple is not responsible for any product warranties, whether express or implied by law, with respect to the App. In the event of any failure of the iOS App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any, paid to Apple for the iOS App by you; and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. The parties acknowledge that to the extent that there are any applicable warranties, any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any such applicable warranty would be the sole responsibility of Key Conservation. However, Key Conservation has disclaimed all warranties of any kind with respect to the App, and therefore, there are no warranties applicable to the App.

Product Claims. You and Key Conservation acknowledge that as between Apple and Key Conservation, Key Conservation, not Apple, is responsible for addressing any claims relating to the iOS App or your possession and/or use of the iOS App, including, but not limited to (a) product liability claims, (b) any claim that the iOS App fails to conform to any applicable legal or regulatory requirement, and (c) claims arising under consumer protection or similar legislation.
Intellectual Property Rights. The parties acknowledge that, in the event of any third-party claim that the iOS App or your possession and use of the iOS App infringe that third party’s intellectual property rights, Key Conservation, and not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required under these Terms.

Developer Name and Address. Any questions, complaints, or claims with respect to the iOS App should be directed to:

Key Conservation

4967 Newport Ave Ste 12 PMB 318

San Diego, CA 92107-3167

CONTACT@KEYCONSERVATION.ORG

Third-Party Terms of Agreement. You will comply with any applicable third-party terms when using the Services.
Third-Party Beneficiary. Apple and its subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.

The following terms apply if you install, access, or use the Services on any device that contains the Android mobile operating system (the “Android App”) developed by Google, Inc. (“Google”):

You acknowledge that these Terms are between you and us only, and not with Google.
Your use of our Android App must comply with Google’s then-current Android Market Terms of Service.
Google is only a provider of the Android Market where you obtained the Android App. We, and not Google, are solely responsible for our Android App and the Services and content available thereon. Google has no obligation or liability to you with respect to our Android App or these Terms.
Google is a third-party beneficiary to the Terms as they relate to our Android App.

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