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Terms and Conditions: For Consumers
(Effective date: September 7, 2022)
Welcome to the CreditXpert platform, which provides tools, products and services (the “Services”) designed to help consumers (and their mortgage lender prospects) better understand and manage their financial health.
THESE TERMS INCLUDE: (A) AN AGREEMENT TO RESOLVE ANY DISPUTES THROUGH BINDING ARBITRATION; (B) A CLASS ACTION WAIVER; AND (C) IMPORTANT DISCLAIMERS, WARRANTIES AND LIMITATIONS ON LIABILITY.
If you have any questions or suggestions about these Terms, please contact CreditXpert here or by U.S. mail at 1600 W. 41st Street, Suite 100, Baltimore, MD 21211, Attention: Legal Department.
The terms “we,” “us” and “our” in these Terms mean both CreditXpert and you, collectively.
TERMS AND CONDITIONS
1. Our Services. CreditXpert is committed to working tirelessly to improve and evolve the Services. For that reason, CreditXpert reserves the right (in its discretion) to change how CreditXpert operates and provides the Services, including by adding, modifying, replacing, suspending, discontinuing or otherwise evolving or changing any Service or component thereof from time to time. Some of the Services may be subject to additional terms and conditions (“Additional Terms”), which are posted separately from these terms but are incorporated and form a part of these Terms if you decide to use or access those features. If there is a conflict between applicable Additional Terms and these Terms, the Additional Terms will control.
3. Your CreditXpert Account.
3.1 Registration Requirements. In order to access the Services, you must first register for a CreditXpert user account. By registering, you certify that: (a) you are 18 years of age or older; (b) you are a U.S. resident and have a valid U.S. Social Security number; (c) any information you provide to CreditXpert, both when you register and in the future, is and will be true, accurate, current and complete; (d) you are only registering an account for yourself; and (e) you will keep all information up-to-date. CreditXpert, at its sole discretion, has the right to immediately suspend or terminate your access to one or more Services, including a right to suspend or terminate your user account, if at any time you violate, or CreditXpert has reasonable grounds to suspect that you have violated, any of the registration requirements or obligations as specified in this section. The Services are currently not able to accept and process joint registrations for two or more adults under the same account. Neither your spouse nor any other adult will be enrolled in the Services under your account.
3.2 Account Security. In order to maintain the security of your CreditXpert account, you agree: (a) to create a password that is unique to CreditXpert and is not, and will not be, re-used across other, unaffiliated services; (b) not to sell, transfer, or assign your account to anyone else; (c) to keep your password confidential; (d) not to share your password; and (e) not to allow anyone else to log into the Services as you. You are responsible for all activities that occur under your user account. If you believe that your account is no longer secure, notify CreditXpert immediately by clicking here.
• If a third party mortgage lender or mortgage originator introduced you to CreditXpert:
o I acknowledge that (a) I have authorized that third party to share Credit Data with CreditXpert, and (b) CreditXpert is acting as that third party’s limited agent for the purpose of performing Analytics. “Analytics” means and may include the evaluation and sorting of your Credit Data (such as by assessing score change causation and impact) and the presentation of certain information and features to you (such as predictions of possible future scores and changes). “Analytics” does not mean and does not include an analysis, approval or denial of any mortgage loan application.
• If you were not introduced to CreditXpert by a third party mortgage lender or mortgage originator, and wish to use the Services independent of any third party mortgage lender or mortgage originator:
When you register as a user or by entering into these Terms, and by providing your telephone number(s) and email account(s), you expressly agree and affirmatively consent: (a) to receive communications (i) from CreditXpert or the Services and (ii) from our independent contractors, including via e-mail, text message, calls, and push notifications or other messaging tools and features within the Services; and (b) that texts, calls, or prerecorded messages may be generated by automatic telephone dialing systems. Communications from CreditXpert may include: transactional communications concerning your use of the Services, operational communications concerning your account or the use of the Services, updates concerning new and existing features or offerings by CreditXpert, communications concerning promotions run by CreditXpert or our third-party partners, or news concerning industry developments. Standard text messaging charges applied by your cell phone carrier may apply to text messages sent through the Services or by CreditXpert on or its behalf. All such charges are billed by and payable to your cell phone carrier. You understands that it you do not have to agree to receive automated promotional calls/texts as a condition of purchasing any goods or services. IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS OR TEXTS, YOU CAN UNSUBSCRIBE BY FOLLOWING THE RESPECTIVE INSTRUCTIONS IN EACH COMMUNICATION. If you lose or plan to give up the telephone number(s) or email accounts that are linked to your user account, you will unsubscribe from future communications to such telephone numbers and email accounts, and agree to update all contact information in your user account in a timely manner.
You represent and warrant that you own and control all contact information linked to your user account, including the email account(s) and the telephone number(s). You agree to indemnify, defend, and hold harmless CreditXpert for any privacy, tort, or other claims or regulatory actions relating to your voluntary provision of a telephone number or email account that is not owned by you, or your failure to promptly notify CreditXpert of any changes in your contact information, including telephone numbers. You agree that your obligation to indemnify, defend, and hold CreditXpert harmless from and against any and all such claims extends to any and all losses, liability, costs and expenses (including reasonable attorneys’ fees) that CreditXpert may incur or otherwise be subject to as a result of such claims. CreditXpert will have the exclusive right to choose counsel, at your expense, to defend any such claims.
3.4 Fees. If you purchase a Service for which CreditXpert charges fees, you will timely pay those fees on or before the applicable due dates. If at any time you are delinquent in the payment of any Services fee, or are otherwise in breach of these Terms, CreditXpert may, in its discretion, and without prejudice to its other rights, withhold access to your account or any Services until complete payment has been received. Any payment not made when due shall accrue late payment fees at the rate of 1.5% per month or the highest amount allowable by law, whichever is lower, such interest to accrue on a daily basis after as well as before any judgment relating to collection of the amount due. In addition, CreditXpert may demand and collect, and you will pay, any costs CreditXpert incurs in collecting overdue payments. Late fees will not constitute an election of, or CreditXpert’s exclusive, remedy. Failure to pay fees when due will also entitle CreditXpert to terminate your account or one or more Services, without any liability to you.
4. Limitations and Restrictions on Use of the Services.
4.2 Educational Purposes. The Services are presented for educational purposes only. CreditXpert does not guarantee that the information it presents as part of the Services, including credit report or credit score information, is the same information that may be used or reviewed by a bank, mortgage company or other third party to assess your creditworthiness or eligibility for any particular product or service or for employment. Across the credit scoring industry, there are hundreds of scoring models, so the credit scores that lenders and others use may be different than those you see here. In fact, CreditXpert prohibits it’s partners from using CreditXpert Analytics to generate loan underwriting recommendations or make loan decisions.
4.3 Not a Legal or Professional Advisor. CreditXpert is not a credit repair organization, credit counselor, or financial, tax or legal advisor, as defined under federal or state law. Use of the Services does not constitute and is not a replacement for personal, legal, financial, tax or other professional advice or assistance regarding your finances, credit history or fixing your credit rating, and you acknowledge and agree that the Services are not designed or intended to provide any such advice. The Services are not being furnished, expressly or impliedly, for purposes of improving your credit record, credit history, credit rating, or the removal or modification of adverse yet accurate and non-obsolete information in your credit records or histories. Accurate adverse information on your credit report cannot be changed. If you believe that your credit report contains inaccurate, non-fraudulent information, it is your responsibility to contact the relevant credit reporting company, and follow the appropriate procedures for notifying the credit reporting company that you believe that your credit report contains an inaccuracy. Any information provided to you regarding the procedures followed by the various credit reporting companies related to the removal of inaccurate, non-fraudulent information is available to you for free, and not as part of the Services.
4.4 USA Only. CreditXpert controls, operates and offers the Services from the United States, solely to U.S. residents. You are not permitted to access or use the Services in any jurisdiction or country if it would be contrary to the law or regulation of that jurisdiction or would subject CreditXpert to the laws of, or any registration requirement with, that jurisdiction.
4.5 Compliance with Law. You must comply with all applicable laws when using the Services. You are not permitted to use the Services to obtain any consumer credit report, score or other consumer information under false pretenses or in violation of the Fair Credit Reporting Act or applicable state or federal law.
4.6 Links to or Connections with Third Party Sites or Applications. The Services or CreditXpert’s communications to you may contain third party content or links to third party sites, applications or services (collectively, “Third Party Content”). The Services may also include features that allow you to connect your CreditXpert account with accounts or services provided by third parties, such as accounts you maintain with financial institutions (collectively, “Third Party Services”). CreditXpert does not control, maintain, or endorse any Third Party Content or Third Party Services, and CreditXpert is not responsible or liable for any Third Party Content or Third Party Services, including any damages, losses, failures, or problems caused by, related to, or arising from Third Party Content or Third Party Services. Your interactions and business dealings with the providers of the Third Party Content or Third Party Services, including products or services offered by them, are solely between you and the third party. You should review all of the relevant terms and conditions associated with Third Party Content or Third Party Services, including any privacy policies and terms of service. CreditXpert is not responsible for any information that you agree to share with third parties in connection with Third Party Content or Third Party Services.
5. Ownership and Infringement.
5.1 CreditXpert Content. All content and materials, including images, text, visual interfaces, information, data, and computer code, provided by CreditXpert through the Services (the “Content”) and all related intellectual property rights are the property of CreditXpert and/or its third-party licensors. Content is protected by U.S. and international intellectual property laws and treaties. You are permitted to use the Content only on the Services and you may not copy, modify, sell, reproduce, distribute, republish, display, post, create derivative or collective works from, or transmit in any form (including in-line linking or mirroring) the Content, in whole or in part, without CreditXpert’s express prior written consent. You may not reverse engineer or reverse compile any of the Services or the technology used to operate the Services. Nothing in these Terms or the Services grants you, by implication, estoppel, or otherwise, any license or right to use the Content except as expressly stated in these Terms.
5.2 Partner Intellectual Property. The Services may also display certain intellectual property, such as company, product, and service name and logos, that is owned by one or more CreditXpert partners (“Partner IP”). Nothing in these Terms or the Services grants you, by implication, estoppel, or otherwise, any license or right to copy, modify, sell, reproduce, distribute, republish, display, post, create derivative works from or transmit in any form (including in-line linking or mirroring) any Partner IP.
5.3 Infringement of Rights. You may not use the Services in any manner that infringes the rights of any third party. If you believe, in good faith, that any of the Content infringes any of your copyrights, you may send a notice of infringement (“Notice”) under the federal Digital Millennium Copyright Act (“DMCA”) to the Attention of CreditXpert’s Copyright Agent, Legal Department:
by email to: DMCA@creditxpert.com; or
by postal mail to: CreditXpert Inc. 1600 W. 41st Street, Suite 100, Baltimore, MD 21211.
To find out more about what you must include in the Notice and about the procedures CreditXpert will follow, click here to read the DMCA. CreditXpert reserves the right to block or otherwise prohibit in its sole discretion any individual who repeatedly posts materials that are alleged to infringe the intellectual property rights of others.
CREDITXPERT PROVIDES THE SERVICES, THE CONTENT, AND ALL CONTENT AND MATERIALS AVAILABLE THROUGH THE SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTY OR CONDITION OF ANY KIND, WHETHER EXPRESS OR IMPLIED. CREDITXPERT, ON BEHALF OF ITSELF, ITS AFFILIATES AND ITS LICENSORS, DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICES OR CONTENT, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, QUALITY, NON-INFRINGEMENT, UNINTERRUPTED OR ERROR-FREE USE OR SERVICE, ERROR CORRECTION, AVAILABILITY, ACCURACY OF INFORMATIONAL CONTENT, SYSTEM INTEGRATION, TITLE AND NON-INFRINGEMENT, AND ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE OR TRADE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICES, THE CONTENT, OR OTHERWISE AVAILABLE THROUGH THE SERVICES WILL CREATE ANY WARRANTY REGARDING CREDITXPERT OR ANY OF THE SERVICES THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU USE THE SERVICES, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN THE CONTENT AND OTHER CONTENT AVAILABLE THROUGH THE SERVICES, AT YOUR OWN DISCRETION AND RISK. YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICES, YOUR DEALINGS WITH ANY OTHER USER OR THIRD PARTY, AND YOUR USE OF THE CONTENT OR OTHER CONTENT AVAILABLE THROUGH THE SERVICES. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING ANY COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICES), OR THE LOSS OF DATA THAT MAY RESULT FROM THE USE OF THE SERVICES OR THE USE OF ANY OF THE CONTENT OR OTHER CONTENT AVAILABLE THROUGH THE SERVICES.
YOU ACKNOWLEDGE THAT CREDITXPERT IS SOLELY AN INTERMEDIARY (I) BETWEEN YOU AND ANY CREDIT REPORTING AGENCY OR OTHER INFORMATION PROVIDERS ACTUALLY SUPPLYING YOUR CREDIT REPORTS, CREDIT SCORES AND OTHER INFORMATION; AND (II) BETWEEN YOU AND THE PARTNERS WHOSE OFFERS CREDITXPERT MAY PRESENT. CREDITXPERT EXPRESSLY DISCLAIMS ANY LIABILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OR THE SERVICES, INCLUDING THE INACCURACY OR INCOMPLETENESS OF ANY CREDIT REPORTS, CREDIT SCORES, OFFERS OR OTHER INFORMATION, TOOLS OR ANALYSES AVAILABLE THROUGH THE SERVICES OR THE CONTENT.
NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS SECTION SHALL AFFECT WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION OR RESTRICTION UNDER APPLICABLE LAW.
8. Limitation of Liability
CREDITXPERT AND ITS REPRESENTATIVES, AGENTS, AND ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EQUITY HOLDERS, EMPLOYEES, PARENT ENTITIES, SUBSIDIARIES, AFFILIATED ENTITIES, REPRESENTATIVES, AGENTS AND LICENSORS (COLLECTIVELY, THE “CREDITXPERT PARTIES”) WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES (SUCH AS LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF USE, LOSS OF DATA, BUSINESS INTERRUPTION, OR OTHER INTANGIBLE LOSSES) ARISING OUT OF OR RELATING IN ANY WAY TO THE SERVICES OR CONTENT.
EXCEPT AS EXPRESSLY PROVIDED IN SECTION 10 (DISPUTE RESOLUTION AND ARBITRATION) OR REQUIRED BY APPLICABLE LAW (E.G., ANY NON-WAIVABLE RIGHTS OR REMEDIES), IN NO EVENT WILL THE TOTAL LIABILITY OF THE CREDITXPERT PARTIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF, OR ANY INABILITY TO USE ANY PORTION OF, THE SERVICES, OR OTHERWISE ARISING OUT OF OR RELATING TO THE TERMS OR THE CONTENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED IN THE AGGREGATE ONE HUNDRED UNITED STATES DOLLARS ($100.00 USD).
WE AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISK AND THAT CREDITXPERT WOULD NOT PROCEED IN THE ABSENCE OF SUCH ALLOCATION.
IF ANY OF THE FOREGOING LIMITATIONS ARE FOUND TO BE INVALID, THE CREDITXPERT PARTIES’ TOTAL LIABILITY FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION OF ANY KIND OR NATURE WHATSOEVER SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
9. Indemnification. You will defend (if requested by any CreditXpert Party), indemnify, and hold harmless the CreditXpert Parties from and against any and all claims, losses, expenses, demands, or liabilities, including attorneys’ fees and costs, incurred by the CreditXpert Parties in connection with any claim by a third party arising out of or in any way related to: (1) your use of the Services or the Content; (2) your violation or alleged violation of these Terms or your violation or alleged violation of any applicable law; (3) your infringement or alleged infringement of any intellectual property or other right of any other person or entity; or (4) any dispute between you and a third party, including any provider of Third Party Content. You must not settle any such claim or matter without the prior written consent of CreditXpert. The CreditXpert Parties reserve the right, at their own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you further agree that you will cooperate fully in the defense of any such claims.
10. Dispute Resolution and Arbitration.
10.1 Governing Law. These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms or their subject matter or formation shall be governed by and construed in all respects (without regard to any conflict of laws provisions) in accordance with the laws of the United States of America and the State of Maryland as those laws are applied to agreements entered into and to be performed entirely within the State of Maryland. As these Terms are not a contract for the sale of goods, these Terms shall not be governed either by: (a) codification of Article 2 or 2A of the Uniform Commercial Code; or (b) the United Nations Convention on the International Sale of Goods. No version of the Uniform Computer Information Transactions Act shall apply to these Terms.
10.2 Informal Resolution. In the interest of resolving disputes between us in the most expedient and cost-effective manner, we agree to try for 60 days to resolve any dispute under or in connection with these Terms (a “Dispute”) informally.
10.3 Arbitration. If we cannot settle any Dispute during the 60-day time period set aside for an informal resolution, then we agree: (a) to enter binding arbitration (as defined below in this Section 10), and not to sue in court in front of a judge or jury; and (b) that class action lawsuits, class-wide arbitrations, private attorney-general actions, and any other proceeding where someone acts in a representative capacity are not allowed, nor is combining individual proceedings without the consent of all parties. You and CreditXpert further agree that the Federal Arbitration Act (“FAA”) governs the interpretation and enforcement of this arbitration provision; the arbitrator shall apply Maryland law to all other matters. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. All issues are for the arbitrator to decide, including all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. The arbitrator also has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS AND AGREEING TO ARBITRATION, WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. YOU AGREE THAT YOU HAVE EXPRESSLY AND KNOWINGLY WAIVED THESE RIGHTS.
10.4 Exceptions. Despite all other provisions of Section 10 (Dispute Resolution and Arbitration), we both agree that nothing in these Terms will be deemed to waive, preclude or otherwise limit the right of either of us to: (a) bring an individual action in small claims court within its jurisdictional limits under Consumer Arbitration Rule 9(b), even after filing an arbitration; (b) file a complaint with the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of a pending arbitration; or (d) to file a suit in a court of law solely for injunctive relief to stop unauthorized use or abuse of the Services or to address an intellectual property infringement claim.
10.5 Arbitrator. Any arbitration between us will be conducted under the Consumer Arbitration Rules (“AAA Rules“) of the American Arbitration Association (“AAA“), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting CreditXpert here. A single arbitrator shall be selected by the parties, in default of which the arbitrator shall be appointed in accordance with the applicable AAA Rules. The arbitrator selected by the parties must: (a) be a qualified attorney with at least 10 years of post-qualification practice experience; (b) have experience in the fields of consumer finance and financial technology development and distribution; (c) be bound by the provisions of these Terms; (d) base the decision on applicable law and judicial precedent; (e) include in such decision the findings of fact and conclusions of law upon which the decision is based; and (f) not grant any remedy or relief that a court could not grant under applicable law (together, the “Requirements”). In appointing an arbitrator, the arbitral tribunal must, as far as possible, have regard to the Requirements. Except to the extent otherwise expressly provided in applicable AAA Rules, the arbitrator’s decision shall be final and binding upon the parties, and shall not be subject to appeal.
10.6 Notice and Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other by certified mail or via email (“Notice“). CreditXpert’s addresses for Notice are: CreditXpert Inc., 1600 W. 41st Street, Suite 100, Baltimore, MD 21211, Attention: Legal Department, or via email to email@example.com The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand“). Each of us agrees that service of process by certified mail or email shall be adequate and sufficient as if it were made by formal service of process pursuant to applicable laws or rules. During the arbitration, the amount of any settlement offer made by either of us must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. The arbitration proceedings, including any exchanged materials, shall be confidential and we agree to use reasonable efforts to streamline the proceedings, including discovery, consistent with the objectives of efficient dispute resolution.
10.7 Fees. If you commence arbitration in accordance with these Terms, CreditXpert will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Baltimore County, Maryland, but if the claim is for $10,000 or less, or as otherwise required, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your registered account address. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this arbitration provision. If the arbitrator finds that either the substance of the claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse CreditXpert for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Likewise, CreditXpert will not seek its attorneys’ fees or costs in arbitration unless the arbitrator determines your claims or defenses are frivolous. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within fourteen (14) days of the arbitrator’s ruling on the merits. The decision of the arbitrator shall be final and not appealable, and judgement on the arbitration award may be entered in any court having jurisdiction thereof.
10.8 Limitations. To the extent permitted by applicable law, each of us must commence arbitration of any Dispute within one year of the date on which the relevant cause of action accrued (or, if later, within one year of the date on which the innocent party ought reasonably to have become aware of such an accrual), otherwise it is permanently barred.
10.9 No Class Actions. CREDITXPERT AND YOU AGREE THAT EACH OF US MUST BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR A CLASS USER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both of us agree otherwise, the arbitrator may not consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
10.10 Modifications. If CreditXpert makes any future change to this arbitration provision (other than a change to CreditXpert’s address for Notice), you may reject the change by sending CreditXpert written notice within 30 days of the change to CreditXpert’s address for Notice, in which case your account with CreditXpert will be immediately terminated but this arbitration provision, as in effect immediately prior to the amendments you reject, will survive.
10.11 Enforceability. If any provision of this Section 10 is unlawful, void, or unenforceable for any reason, then that provision will be given effect to the greatest extent possible and the remaining provisions will remain in full force and effect. Either of us may enforce any judgment rendered by the arbitrator in any court of competent jurisdiction
11. Termination, Suspension and Deactivation.
11.1 Termination; Surviving Terms. These Terms are effective until: (a) your user account, if applicable, is deactivated by either of us; and (b) you discontinue all use of the Services. Notwithstanding the foregoing, any section of the Terms that is, by nature, intended to survive termination of the Terms or your use or access to the Services or the Content will survive termination.
11.2 Suspension. In its discretion, CreditXpert may immediately suspend your access to one or more Services, if CreditXpert or a CreditXpert or vendor system detects suspicious or unauthorized access, conduct, uses, licensing or changes.
11.3 Deactivating Your User Account. If you decide you want to deactivate your account you can do so by visiting the help page.
12.1 Forms of Consent. These Terms and any amendments thereto may be executed in counterparts. EACH OF US CONSENTS TO THE CONDUCT OF TRANSACTIONS AND THE EXECUTION OF ANY AMENDMENTS BETWEEN US BY ELECTRONIC MEANS OR RECORDS, INCLUDING BY USE OF ELECTRONIC SIGNATURES AND FACSIMILE COPIES OF A PARTY’S SIGNATURE.
12.4 Waiver Only in Writing. CreditXpert’s failure to enforce any of its rights or act with respect to a breach by you or others of these Terms does not constitute a waiver of any rights and will not limit CreditXpert’s rights with respect to that breach or any subsequent breaches. No waiver by CreditXpert of any of the provisions in these Terms will be of any force or effect unless made in writing and signed by a duly authorized officer of CreditXpert.
12.5 Assignment. CreditXpert may assign these Terms to any party at any time without notice to you. You may not assign your rights under these Terms, by operation of law or otherwise, without CreditXpert’s prior written consent.
12.6 Severability. If any provision of these Terms is unlawful, void, or unenforceable for any reason, then that provision will be given effect to the greatest extent possible and the remaining provisions will remain in full force and effect. NOTHING IN THESE TERMS SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS OR REMEDIES THAT APPLY TO YOU.
12.7 Interpretation. The titles and annotations contained in these Terms are inserted only as a matter of convenience and have no legal or contractual effect. If any provision of these Terms shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. Any ambiguous provisions in these Terms will not be construed against CreditXpert because CreditXpert drafted it. In these Terms: (a) “discretion” means that a decision is in the sole and absolute discretion of the indicated party; and (b) “include(s)” or “including” means “include(s) without limitation” and “including without limitation,” respectively. There are no third-party beneficiaries under these Terms, except as otherwise provided in Section 12.9.8.
12.8 Global Trade Restrictions. You represent to CreditXpert that you are not prohibited from receiving the Services under the laws of the United States. For example, you are not on the U.S. Treasury Department’s list of Specially Designated Nationals, or any other similar prohibition.
12.9 Apple Requirements. If you downloaded the CreditXpert app (the “App”) from the Apple App Store, the following terms also apply to you:
12.9.1 Acknowledgement. You acknowledge that: (a) these Terms are between the two of us only, and not with Apple (other than as a third-party beneficiary under Section 12.9.9); and (b) CreditXpert, not Apple, is solely responsible for the App and its content. Your use of the App must comply with the Apple App Store terms of service.
12.9.2 Scope of License. The license granted to you for the App is a limited, non-transferable license to use the App on an Apple-branded product that you own or control and as permitted by the Usage Rules that are part of the terms of service in the Apple App Store.
12.9.3 Maintenance and Support. CreditXpert and not Apple is solely responsible for providing any maintenance and support services. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.
12.9.4 Warranty. CreditXpert is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be CreditXpert’s sole responsibility. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App to you.
12.9.5 Product Claims. CreditXpert, not Apple, is responsible for addressing any user or third party claims relating to the App including: (a) product liability claims; (b) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar laws.
12.9.6 Intellectual Property Rights. You acknowledge that, in the event of any third party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, CreditXpert, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
12.9.7 Developer Contact Info. Direct any questions, complaints or claims to: CreditXpert Inc., 1600 W. 41st Street, Suite 100, Baltimore, MD 21211.
12.9.8 Third Party Terms of Agreement. Without limiting these Terms, you must comply with all applicable third-party terms of agreement when using the App.
12.9.9 Third Party Beneficiary. You acknowledge and agree that Apple and Apple’s subsidiaries are third party beneficiaries of this Agreement, and that, upon your acceptance of the terms and conditions 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.