Consumer Terms of Service

Clavaa Terms of Service

Effective Date: October 26, 2024

1. Introduction

Welcome to the website and online service of Clavaa LLC (“Clavaa,” “we,” “our,” or “us”). This page outlines the terms by which you may use our online services, website (including clavaa.com and any successor URL(s)), and all related software, documentation, and digital services provided by Clavaa (collectively, the “Service”). By accessing or using the Service, or by clicking a button or checking a box marked “I Agree” (or something similar), you confirm that you have read, understood, and agree to be bound by these Terms of Service (this “Agreement”), whether or not you are a registered user of our Service. You also acknowledge that your personal information will be collected, used, and processed in accordance with our Privacy Notice. Clavaa reserves the right to modify the terms of this Agreement, with notice of changes provided as described below. This Agreement applies to all visitors, users, and others who access the Service (“Users”).

PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT INCLUDES A MANDATORY INDIVIDUAL ARBITRATION AGREEMENT IN SECTION 8 AND A CLASS ACTION/JURY TRIAL WAIVER IN SECTION 9. UNLESS YOU OPT OUT AS DESCRIBED IN SECTION 8, YOU AGREE TO THE EXCLUSIVE USE OF FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES BETWEEN YOU AND CLAVAA, INCLUDING ANY CLAIMS THAT AROSE OR WERE ASSERTED BEFORE YOU AGREED TO THIS AGREEMENT. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU EXPRESSLY WAIVE YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS, AS WELL AS YOUR RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE ACTION OR PROCEEDING.

2. Our Service

2.1 General

Subject to the terms of this Agreement, Clavaa may provide certain payment services to facilitate transactions, including but not limited to payments through the Automated Clearing House (ACH) or debit card transactions with Merchants through their websites. All transfers of your funds are conducted by a U.S. state or federally-chartered bank (“Bank”), as Clavaa does not hold or transmit your funds. A “Merchant” refers to any merchant that has been authorized or approved by Clavaa to accept the Service as a method of payment for goods and services.

2.2 Eligibility

This Agreement forms a contract between you and Clavaa. You must read and agree to the terms and conditions of this Agreement before using the Service. If you do not agree, you may not use the Service. You may use the Service only if you can form a legally binding contract with Clavaa, have a U.S. mobile phone number and a U.S.-based state or federally-chartered bank account, and comply with this Agreement and all applicable local, state, national, and international laws, rules, and regulations (“Applicable Law”). Any use of or access to the Service by individuals under 18 is strictly prohibited and is considered a violation of this Agreement. Unless otherwise approved in writing by Clavaa, the Service is unavailable to any Users previously removed from the Service by Clavaa.

2.3 User Verification

To determine your eligibility to use the Service with Merchants, Clavaa reserves the right to verify the identifying information you provide (including but not limited to your mobile phone number, bank account information, name, and email address). If Clavaa cannot link your bank account at the time of your initial purchase on the Service, you may not proceed with the transaction until a valid bank account is linked. Payments via credit cards are not supported on the Clavaa platform.

2.4 User Accounts; Consent to Electronic Communications

(a) User Accounts

Your account on the Service (your “User Account”) grants you access to the services and functionalities that Clavaa may establish and maintain from time to time, at its sole discretion. If you create a User Account on behalf of a company, organization, or other entity, then (i) “you” includes both you and that entity, and (ii) you represent and warrant that you are an authorized representative of the entity with the authority to bind it to this Agreement, possessing all rights, power, and authority to bind such entity to these terms and conditions.

You may only have one User Account at any given time, and you may not use another User’s account without permission. When creating your User Account, you must provide accurate and complete information, such as your mobile phone number and any other required details, and you must keep this information up to date. Failure to maintain accurate, complete, and current information may result in an inability to access or use the Service. You are solely responsible for the activity on your User Account, and you must keep your User Account secure. Notify Clavaa immediately of any security breaches or unauthorized use of your account. Clavaa disclaims responsibility for any losses resulting from unauthorized access or use of your User Account.

You may manage your interaction with the Service through the settings page of your User Account.

(b) Consent to Electronic Communications

By providing Clavaa with your email address, you consent to receive Service-related notices and agree to our Electronic Communication and E-Sign Agreement, including any legally required notices, in lieu of communication by postal mail. Clavaa may also use your email address to send you other messages, such as Service updates or special offers. If you do not wish to receive these messages, you may opt out by clicking the “unsubscribe” link in the email. Opting out may limit your ability to receive information on updates, improvements, or offers.

3.1 Payments

To make purchases through the Service, users (“Consumers”) must link an approved Payment Method, such as a U.S.-based bank account or debit card. Consumers may add, link, or unlink their Payment Method to their Clavaa account at any time. Subject to the terms of this Agreement, Consumers may use the Service to make payments for goods or services offered by Merchants.

(a) Payments to Merchants

In such cases, Merchants may be required to reimburse the user for the full payment amount. Merchants are obligated to cooperate with Clavaa and any relevant financial institutions in facilitating the reimbursement process and ensuring compliance with applicable laws and regulations.

Merchants also agree to collaborate with Clavaa in addressing any user disputes or chargebacks. Clavaa may share relevant Merchant information with the user’s financial institution to assist in timely and effective chargeback resolution. Additionally, Merchants authorize Clavaa to collect, use, and share any necessary information, including transaction details, to facilitate the resolution of disputes, chargebacks, or refund requests.

Consumers should review and comply with any terms or fees set by their financial institution regarding their Payment Method, as fees related to overdrafts or insufficient funds may apply. Payments processed through Automated Clearing House (ACH) transfers are subject to standard clearing times, which may delay the delivery of purchased goods or services until the Merchant receives funds.

3.2 Cashback and Credits

Clavaa may offer Consumers cashback rewards or credits (“Cashback”) for certain purchases made through the Service, which can be redeemed exclusively for future purchases with participating Merchants. Clavaa does not assume ownership of Cashback rewards and reserves the right to modify, revoke, or expire Cashback based on this Agreement’s terms or at its discretion.

(a) Cashback Specifics

Consumers may receive cashback on eligible purchases from Merchants, as determined by Clavaa and the participating Merchant. Cashback balances may only be used for future transactions with the Merchant that issued the rewards, and they are non-transferable. Consumers are responsible for understanding the terms of their Cashback, including expiration dates, usage conditions, and other limitations set by Clavaa or the Merchant.

If a Consumer’s Cashback balance is insufficient for a new purchase, the Consumer’s Payment Method may be used to cover the remaining transaction amount. Cashback rewards have no intrinsic cash value and expire immediately if the Service or the Consumer’s account with Clavaa is closed or discontinued.

3.3 Refunds and Adjustments

If a transaction is canceled or a refund is requested, Clavaa may deduct the refunded amount from the Consumer’s available Cashback balance if the Cashback was initially earned on that transaction. If the Consumer does not have a sufficient Cashback balance, Clavaa reserves the right to deduct the refund from the original purchase amount refunded to the Consumer’s Payment Method.

In certain situations, Clavaa may facilitate the refund by requesting the Merchant to transfer the funds back to the Consumer’s original Payment Method. If this Payment Method is no longer valid or cannot accept the refund, Clavaa may require the Consumer to work directly with the Merchant to complete the refund.

Clavaa reserves the right to deduct, reverse, or invalidate Cashback balances or refunds under the following conditions:

The original payment was made in error;

The transaction was declined, charged back, or reversed by the Consumer’s financial institution;

The payment was unauthorized or fraudulent;

Insufficient funds were available in the Consumer’s Payment Method at the time of transaction completion;

Clavaa resolves a dispute in favor of the Merchant; or

The transaction involved restricted goods or services.

In such cases, the Consumer may be responsible for returning any unearned Cashback or refund amounts that Clavaa may have processed.

Consumers agree to cooperate with Clavaa in handling any disputes, refunds, or chargebacks. Clavaa may share transaction details and other necessary information with the Merchant or the Consumer’s financial institution to assist in resolving disputes. Consumers are encouraged to review and keep a record of all Cashback terms, conditions, and expiration dates to avoid misunderstandings.

3.4 Dwolla Terms 

In order to use the payment functionality of our application, you must open a “Dwolla Account” provided by Dwolla, Inc. and you must accept the Dwolla Terms of Service and Privacy Policy. Any funds held in or transferred through your Dwolla Account are held or transferred by Dwolla’s financial institution partners. You must be at least 18 years old to create a Dwolla Account. You authorize us to collect and share with Dwolla your personal information including full name, email address and financial information, and you are responsible for the accuracy and completeness of that data. You understand that you will access and manage your Dwolla Account through our application, and Dwolla account notifications will be sent by us, not Dwolla. We will provide customer support for your Dwolla Account activity, and can be reached at  https://www.clavaa.com, help@clavaa.com, or 848-448-6951

4.1 Risk of Loss

Clavaa does not sell products; all products and services available through the Service are sold and delivered by Merchants or independent third parties that are not affiliated with or controlled by Clavaa. The title to and risk of loss for any products or services you purchase via the Service pass to you in accordance with your agreements with the applicable Merchant. If you encounter any issues with a product or service, please reach out directly to the Merchant. Clavaa is not responsible for the quality, safety, legality, or any other aspect of the goods or services you purchase in connection with the Service. Should you have a dispute with the Merchant regarding your purchase, Clavaa may require you to resolve it directly with the Merchant, including seeking any necessary refunds.

4.2 Service Rules

By using the Service, you agree not to engage in any prohibited activities, which include but are not limited to the following:

Copying, distributing, or disclosing any part of the Service, including through automated “scraping”;

Using automated systems (e.g., “robots” or “spiders”) to access the Service in a way that sends more requests than a human can reasonably produce using a web browser (public search engines may use spiders solely to create public search indices);

Sending spam, chain letters, or unsolicited emails;

Attempting to interfere with or compromise the Service’s system integrity, security, or any data transmission;

Taking any action that imposes an unreasonable or disproportionately large load on Clavaa’s infrastructure;

Uploading invalid data, viruses, worms, or other harmful software agents through the Service;

Collecting or harvesting any personal information from the Service;

Using the Service for commercial solicitation;

Impersonating another person, misrepresenting your affiliation, committing fraud, or concealing your identity;

Interfering with the proper working of the Service;

Accessing Service content through unauthorized technologies or means;

Bypassing measures that restrict access to the Service; and

Any other activities that Clavaa may notify you of from time to time.

4.3 Restricted Goods and Services and Transaction Review

You are prohibited from using the Service to purchase certain restricted goods or services that Clavaa considers inappropriate or high-risk (“Restricted Goods or Services”). Restricted Goods or Services include but are not limited to:

Illegal goods or services;

Dangerous goods, such as illegal drugs, psychoactive substances, weapons, ammunition, or tobacco;

Pornographic materials;

Products that enable dishonest behavior, such as hacking software or fake documents;

Age-restricted goods and services prohibited by law for individuals under 18;

Gift cards; and

Any other goods or services that Clavaa designates as restricted.

Clavaa may review payments at its discretion. If a potentially high-risk payment is identified, Clavaa may suspend or review the transaction before processing. If Clavaa decides not to process the payment, the transaction will be canceled, and any funds will be returned to your Payment Method, unless legally required otherwise. Clavaa disclaims liability for any inability to obtain items or services as a result of such reviews, and you release Clavaa, the Merchant, and their affiliates from any related liability.

4.4 Changes to the Service

Clavaa reserves the right to modify the Service at any time. This includes adding new services, changing existing features, or discontinuing parts of the Service without prior notice. Clavaa may terminate or suspend your access to the Service at its discretion, without notice or liability, if you breach this Agreement, fail to make timely payments, or for any other reason. If your User Account is terminated for breaching this Agreement, you will not receive a refund for any unused Credits. Termination of the Service does not relieve you of your obligations under this Agreement.

4.5 Service Location

The Service is operated from the United States. Clavaa makes no representations regarding the availability or suitability of the Service for use outside the United States. Accessing the Service from jurisdictions where its content is prohibited is done at your own risk. You are solely responsible for compliance with all local laws and regulations. The Service is unavailable to individuals from embargoed countries or entities restricted by the U.S. government.

5. Third-Party Links and Information

The Service may contain links or integrations with third-party services, such as bank account verification providers (e.g., Plaid). By using the Service, you agree to the applicable terms of these third-party services, such as Plaid’s End User Services Agreement. Clavaa disclaims responsibility for third-party websites, services, and content. Your dealings with third parties, including transactions, returns, and customer service, are solely between you and those third parties. Clavaa is not liable for any loss or damage resulting from these interactions. If Clavaa cannot access your Payment Method information through a third-party provider, you may be unable to make purchases via the Service.

6. Our Proprietary Rights

6.1 Limited License

Subject to the terms and conditions of this Agreement, Clavaa grants you a non-exclusive, limited, non-transferable, freely revocable license to use the Service for your personal, non-commercial use only, as permitted by the features of the Service. Clavaa reserves all rights not explicitly granted herein in the Service and the Clavaa Content (as defined below). Clavaa may terminate this license at any time for any reason or no reason.

6.2 Our Ownership

The Service and all materials therein or transferred thereby—including, but not limited to, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, and copyrights (the “Clavaa Content”)—are the exclusive property of Clavaa and its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such intellectual property rights. You agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from any Clavaa Content. Use of Clavaa Content for any purpose not expressly permitted by this Agreement is strictly prohibited.

6.3 Feedback

You may choose to, or Clavaa may invite you to, submit comments or ideas about the Service, including, without limitation, suggestions for improvements or enhancements (“Ideas”). By submitting any Idea, you agree that your disclosure is voluntary, unsolicited, and without restriction and will not place Clavaa under any fiduciary or other obligation. Clavaa is free to use any Idea without compensation to you and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You acknowledge that, by accepting your submission, Clavaa does not waive any rights to use similar or related ideas previously known to Clavaa, developed by its employees, or obtained from sources other than you.

7. Your Proprietary Rights

By submitting or making available any data (“User Data”) through the Service, you grant, and represent and warrant that you have all rights necessary to grant, Clavaa a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, distribute, syndicate, and create derivative works from your User Data, in whole or in part, in any form, media, or technology now known or hereafter developed, for use in connection with the Service and Clavaa’s (and its successors’ and affiliates’) business.

8. Text Messaging and Calls

8.1 Transactional Communications

By providing your phone number, you expressly consent to receive communications from Clavaa via manual dialing, prerecorded or artificial voice messages, or SMS/text messages. These communications may include, but are not limited to, security verification (e.g., one-time passcodes, two-factor authentication), assistance with accessing your User Account, and other necessary messages to manage your User Account, complete transactions, or enforce this Agreement and Clavaa’s policies (collectively, “Transactional Text Messages”). These communications are transactional and are not promotional.

8.2 Promotional Text Messages

Clavaa may offer you the option to enroll in recurring SMS/text messages about news, alerts, and promotional offers (collectively, “Promotional Text Messages”). By enrolling, you consent to receive Promotional Text Messages at the phone number linked to your User Account, which may be sent using an automatic dialing system. Consent to receive Promotional Text Messages is not required as a condition of using the Service.

If you change your mobile number, you must re-enroll to continue receiving Promotional Text Messages.

8.3 Certification, Acknowledgments, and Disclaimers

You certify that the phone number(s) provided to Clavaa are accurate and that you are authorized to receive calls and SMS/text messages at the number(s). Standard message and data rates may apply, and wireless carriers are not liable for delayed or undelivered messages. You are responsible for providing a valid mobile number.

To the extent permitted by Applicable Law, Clavaa is not liable for failed, delayed, or misdirected delivery of any information sent through the Service, any errors in such information, or any actions taken based on the information provided.

8.4 Text Message Opt-Out and Customer Support

You may opt out of receiving Promotional Text Messages at any time by texting STOP, STOPALL, QUIT, END, CANCEL, or UNSUBSCRIBE to the Clavaa phone number listed in the Clavaa Help Center or by replying to any Promotional Text Message with one of these terms. To opt out of Transactional Text Messages, text STOP to any Transactional Text Message you receive from Clavaa.

After requesting to unsubscribe, you may receive one final confirmation text. For assistance, you can reply HELP to one of Clavaa’s text messages or contact support at help@clavaa.com.

To resubscribe to Promotional Text Messages, text START, UNSTOP, or YES to one of Clavaa’s texts, or contact Clavaa’s support at help@clavaa.com.

9. Termination

You may close your User Account and terminate your relationship with Clavaa without cost. However, you will remain responsible for all obligations related to your User Account even after it is closed, including activities that occurred prior to termination. Upon closing your User Account, any Credits associated with your account are forfeited without refund. You may not close your User Account to evade an investigation, while a transaction is pending, or if there is an open dispute or claim. Clavaa reserves the right to terminate your User Account or access to the Service at any time, with or without cause, and without prior notice (except as required by Applicable Law). If Clavaa terminates your account or you request deletion of your personal information, you must seek refunds for purchases made from Merchants directly, unless Clavaa agrees to assist with the refund.

10. Indemnity

You agree to defend, indemnify, and hold harmless Clavaa, its subsidiaries, agents, licensors, managers, and affiliated companies, along with their employees, contractors, officers, and directors, from all claims, damages, obligations, losses, liabilities, costs, or debts, and expenses (including attorney’s fees) arising from:

Your use of and access to the Service, including data or content transmitted or received by you;

Your violation of any term of this Agreement;

Your violation of any third-party rights, including privacy or intellectual property rights;

Your violation of any Applicable Law or regulation;

Any content submitted via your User Account, including misleading or inaccurate information;

Your willful misconduct; or

Any other party’s use of the Service with your phone, authentication PIN, or other security code.

11. No Warranty

THE SERVICE AND CREDITS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” USE OF THE SERVICE AND/OR CREDITS IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE AND CREDITS ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM CLAVAA WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

WITHOUT LIMITING THE FOREGOING, CLAVAA, ITS SUBSIDIARIES, AFFILIATES, AND LICENSORS DO NOT WARRANT THAT THE CONTENT ON OR THROUGH THE SERVICE IS ACCURATE OR RELIABLE, THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR FREE FROM DEFECTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SERVICE IS AT YOUR OWN RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR SYSTEM OR LOSS OF DATA RESULTING FROM SUCH DOWNLOAD OR USE OF THE SERVICE.

FURTHERMORE, CLAVAA DOES NOT WARRANT OR ENDORSE ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY THIRD PARTIES THROUGH THE SERVICE OR HYPERLINKED SITES, AND CLAVAA IS NOT LIABLE FOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS.

SOME STATES DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS; YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY BY STATE.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CLAVAA, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS OR DATA, ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICE. CLAVAA ASSUMES NO RESPONSIBILITY FOR DAMAGE OR LOSS CAUSED BY HACKING, TAMPERING, OR UNAUTHORIZED ACCESS TO YOUR ACCOUNT OR DATA.

TO THE EXTENT PERMITTED BY LAW, CLAVAA IS NOT LIABLE FOR:

ERRORS OR INACCURACIES IN CONTENT;

PERSONAL INJURY OR PROPERTY DAMAGE ARISING FROM YOUR USE OF THE SERVICE;

UNAUTHORIZED ACCESS TO OR USE OF CLAVAA’S SECURE SERVERS;

ANY INTERRUPTION OR CESSATION OF SERVICE TRANSMISSION;

BUGS, VIRUSES, OR OTHER HARMFUL COMPONENTS TRANSMITTED TO OR THROUGH THE SERVICE;

ERRORS OR OMISSIONS IN ANY CONTENT; OR

THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF THIRD PARTIES.

IN NO EVENT SHALL CLAVAA’S LIABILITY TO YOU EXCEED THE GREATER OF $100 OR THE AMOUNT YOU PAID TO CLAVAA UNDER THIS AGREEMENT.

SOME STATES DO NOT ALLOW LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. YOU MAY HAVE ADDITIONAL RIGHTS THAT VARY BY STATE.

13. Governing Law, Arbitration, and Class Action/Jury Trial Waiver

13.1 Governing Law

You agree that: (i) the Service shall be deemed to be based solely in New Jersey; and (ii) the Service shall be considered passive, not giving rise to personal jurisdiction over Clavaa in jurisdictions other than New Jersey. This Agreement, as well as any disputes arising from or relating to it, shall be governed by the internal substantive laws of the State of New Jersey, without regard to conflict of laws principles. The parties acknowledge that this Agreement involves interstate commerce, and thus, to the fullest extent permitted by law, the Federal Arbitration Act (9 U.S.C. §§ 1-16) (“FAA”) will govern the interpretation and enforcement of the Arbitration Agreement, preempting all state laws. If the FAA is found not to apply to any issue within this Agreement, that issue shall be governed by the law of your state of residence. The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded from this Agreement.

For any actions requiring injunctive or equitable relief to prevent actual or threatened infringement, misappropriation, or violation of Clavaa’s data security, intellectual property rights, or other proprietary rights, you agree to submit to the exclusive jurisdiction of the federal and state courts located in New Jersey. Any appeal of an arbitration award or court proceedings in the event that the Arbitration Agreement is unenforceable will take place in New Jersey.

13.2 Arbitration Agreement

READ THIS SECTION CAREFULLY AS IT REQUIRES YOU AND CLAVAA TO RESOLVE DISPUTES EXCLUSIVELY THROUGH BINDING ARBITRATION AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF.

This Arbitration Agreement governs any dispute, controversy, or claim between you and Clavaa that arises from or relates to this Agreement, including but not limited to:

Formation, existence, breach, termination, enforcement, interpretation, validity, or enforceability of this Agreement;

Access to or use of the Service, including advertising and marketing communications;

Transactions conducted via the Service; and

Any other aspect of your relationship with Clavaa, whether arising before or after your agreement to this Agreement.

This Arbitration Agreement applies to all Claims, including those that arose before you accepted this Agreement.

Opt-Out: New Clavaa users may opt out of this Arbitration Agreement within 30 days of accepting this Agreement by emailing help@clavaa.com, including your full name and a statement of intent to opt out. Opting out of this Arbitration Agreement will not affect other provisions of this Agreement, including Governing Law and jurisdiction.

Informal Resolution: Before initiating arbitration, you agree to attempt to resolve disputes informally by contacting us at help@clavaa.com. If Clavaa cannot resolve the dispute within 60 days, either party may initiate arbitration proceedings.

Arbitration Procedures: Any Claims unresolved through informal discussions will be settled exclusively through binding arbitration administered by the American Arbitration Association (“AAA”) under the AAA’s Expedited Procedures. Arbitration will be conducted in your U.S. county of residence or in New Jersey. If you use the Service for commercial purposes, each party is responsible for their AAA fees, and the arbitrator’s award may include costs, reasonable attorneys’ fees, and expert witness costs. For individual, non-commercial use, (i) the AAA may require you to pay a filing fee unless you qualify for a waiver; (ii) the arbitrator’s award may include your arbitration costs, attorneys’ fees, and expert witness costs; and (iii) you may also pursue Claims in small claims court if eligible.

Arbitrator Authority: The arbitrator has exclusive authority to resolve disputes about the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including claims of unconscionability or voidability. The arbitrator will also decide threshold arbitrability issues, including whether the Agreement is illusory or subject to defenses like waiver or estoppel.

Injunctive Relief: This Section does not prevent Clavaa from seeking court-issued injunctive or equitable relief to protect data security, intellectual property, or proprietary rights. You may also bring Claims in small claims court, provided the matter remains solely in such court and is advanced only on an individual basis.

Severability: If any part of this Arbitration Agreement is found unenforceable, that portion shall be severed, with the remainder remaining enforceable. If the Class Action/Jury Trial Waiver is found unenforceable because it prevents public injunctive relief, only the specific relief claim may be litigated in court, while all other claims remain subject to arbitration.

13.3 Class Action/Jury Trial Waiver

WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE USED THE SERVICE FOR PERSONAL, COMMERCIAL, OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT INDIVIDUALLY. YOU AND CLAVAA WAIVE THE RIGHT TO A JURY TRIAL AND AGREE NOT TO PARTICIPATE IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND UNLESS YOU AND CLAVAA AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS.

By entering this Agreement, you waive the right to bring, join, or participate as a class member in any class, collective, private attorney general, or other representative action. You also waive the right to a trial by jury and agree that relief awarded by the arbitrator shall be limited to individual relief. Any relief may not affect other Clavaa users.

14. General Provisions

14.1 Assignment

This Agreement, and any rights and licenses granted within it, may not be transferred or assigned by you but may be assigned by Clavaa without restriction. Any attempted transfer or assignment by you in violation of this provision is null and void.

14.2 Notification Procedures and Changes to the Agreement

Clavaa may provide notifications to you, whether required by law or for other business purposes, via email, written or hard copy notice, or by posting notices on our website, as determined by Clavaa at our sole discretion. We reserve the right to determine the form and means of providing notifications to Users. You may opt out of certain types of notifications as permitted by this Agreement. Clavaa is not responsible for any automatic filtering you or your network provider may apply to email notifications sent to the email address you provided. Clavaa may modify or update this Agreement from time to time, and you should review this page periodically. When we make material changes to the Agreement, we will update the “last modified” date at the top of the page and notify you of significant changes. Your continued use of the Service after such changes constitutes acceptance of the new Terms of Service. If you do not agree with the terms of this Agreement or future changes, do not use or continue to access the Service.

14.3 Entire Agreement/Severability

This Agreement, along with any amendments or additional agreements you may enter into with Clavaa related to the Service, constitutes the entire agreement between you and Clavaa regarding the Service. Except as stated in Section 13.2, if any provision of this Agreement is found invalid by a court of competent jurisdiction, the invalidity of that provision will not affect the validity of the remaining provisions, which will continue in full force and effect.

14.4 Survival

Any terms of this Agreement that, by their nature, are intended to extend beyond termination of the Agreement will remain effective until fulfilled. Subject to Applicable Law, Clavaa may retain personal information as needed to process refunds, chargebacks, or other transactions, or as required by law.

14.5 No Waiver

No waiver of any term in this Agreement shall be deemed a waiver of any other term, and Clavaa’s failure to assert any right or provision of this Agreement does not constitute a waiver of such right or provision.

14.6 California Residents

If you are a California resident, you may contact Clavaa at the following address for service-related questions or complaints:

Clavaa LLC, 20 Chelsea Ct, Lakewood, NJ 08701.

For additional assistance, California residents may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by phone at (800) 952-5210 or (916) 445-1254.

14.7 Contact

For questions regarding this Agreement, please contact us at help@clavaa.com.