Leadpages Terms and Conditions

Welcome to Leadpages.com (the “Site”), a website owned and provided by Leadpages (US), Inc. (“Leadpages,” “we,” “our” or “us”). This page explains the terms and conditions by which you may use the Site, our online and/or mobile products, services, software, and content provided on or in connection with the Site (collectively, the “Services”). By accessing or using Leadpages and/or any Services, or by clicking a button or checking a box marked “I Agree” (or something similar), you signify that you have read, understood, and agree to be bound by these Terms and Conditions (this “Agreement”) and to the collection and use of information as set forth in this Agreement and our Privacy Policy, whether or not you are a registered user of Leadpages. Leadpages reserves the right to modify the terms and conditions of this Agreement at any time and in its sole discretion. We will provide notice of any changes to this Agreement as described below. This Agreement applies to all visitors, users, and others (hereinafter, “User” or “Users”) who access the Site and/or use any of the Services.

BY AGREEING TO THESE TERMS AND CONDITIONS, YOU AGREE TO AN ARBITRATION CLAUSE AND A CLASS ACTION WAIVER THAT AFFECTS YOUR RIGHTS. IT REQUIRES THAT DISPUTES BE RESOLVED INDIVIDUALLY IN BINDING ARBITRATION OR SMALL CLAIMS COURT. DISPUTES IN ARBITRATION AND SMALL CLAIMS COURT ARE RESOLVED WITHOUT A JURY TRIAL AND WITH LESS DISCOVERY AND LESS APPELLATE REVIEW THAN IN COURT.

IF YOU DO NOT AGREE TO THIS AGREEMENT IN ITS ENTIRETY, YOU ARE NOT AUTHORIZED TO ACCESS OR USE ANY PRODUCTS OR SERVICES, OR THIS SITE IN ANY MANNER OR FORM.

1. Definitions

Uncapitalized terms used herein shall be given their plain and ordinary meaning, consistent with the context in which the terms are used. The following capitalized terms used throughout this Agreement have the following meanings:

(i) “Arbitration” means that Disputes between you and Leadpages will be resolved by a neutral arbitrator instead of in a court by a judge or jury.

(ii) “Binding” means that both you and Leadpages will have to live with the arbitrator’s decision, except to the limited extent appeals to a court are permitted under the FAA. As limited by the FAA, this Agreement, and the rules applicable to the arbitration, 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. The arbitrator will have authority to award temporary, interim, or permanent injunctive relief or relief providing for specific performance of these Terms, but (as provided above) only to the extent necessary to provide relief to a party in arbitration warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction.

(iii) “Dispute” means any dispute, claim, or controversy (excluding those exceptions listed in Section 12) between you and Leadpages, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, for which either of us seeks legal recourse, including the validity, enforceability, or scope of this agreement to arbitrate or any portion of it.

(iv) “Individual” means that the arbitrator may award the same remedies to you or to Leadpages as a court could, but only to satisfy your or Leadpages’s individual claims. To the fullest extent allowed by applicable law, the arbitrator may not award money or other relief for the benefit of any person other than you or us as part of the resolution of any Dispute.

(v) “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

(vi) “Personal Data” means any information that reasonably relates to an identified or identifiable individual. “Personal Data” shall include, where required by Applicable Data Law (as defined below), unique browser or device identifiers.

(vi) “User Content” means any materials a User submits, provides, or otherwise makes available through the Services to be published on a User Page.

2. Leadpages

Leadpages allows Users to access, create, operate, and maintain landing pages and web pages (“User Page” or “User Pages”) and to use any and all Services being made available through the Site for our Users’ marketing campaigns.

3. Leadpages Services

3.1 Use of the Site and Services

Leadpages is granting you the limited, revocable, non-exclusive, non-transferable right and license to access and view the Site and use the Services, provided that you are of legal age to form a binding contract in your applicable jurisdiction. Any use or access of the Site and/or any Services by Users under the age of thirteen (13), or such minimum age as required under applicable law, is strictly prohibited and in violation of this Agreement. When viewing and accessing the Site and using any of the Services, you agree to comply with all applicable laws, rules, and regulations regarding online conduct and acceptable content, including applicable laws governing the protection of data and/or regulating the export of data to and from your country of residence. You agree that you are responsible for your own conduct when accessing and using the Site and Services, and for any consequences thereof. You understand that by visiting and accessing the Site, you may be exposed to content that you may consider to be offensive, objectionable, indecent, or inappropriate. You agree that visiting and accessing the Site and/or using any of the Services is at your own risk. The Services are not available to any Users who have been suspended or restricted from accessing and using the Services due to: (a) the User’s prior violation of any terms and conditions of this Agreement; (b) the User’s prior violation of any applicable laws, rules, or regulations when accessing and using the Site and/or Services; and/or (c) the User’s prior violation of any policies and guidelines established by Leadpages when accessing and using the Site and/or Services. Leadpages reserves all rights not expressly granted herein. Leadpages may terminate the licenses being granted to you at any time for any reason or no reason.

3.2 Site and Services Availability

Leadpages uses reasonable measures to ensure that the Site and Services are available twenty-four (24) hours a day seven (7) days a week. However, there will be occasions when the Site and/or Services will be interrupted for maintenance, upgrades and emergency repairs or due to unforeseen circumstances, such as failure of telecommunications links, systems, and equipment that are beyond the control of Leadpages. Leadpages will take reasonable steps to minimize such disruption where it is within the reasonable control of Leadpages. You agree that Leadpages shall not be responsible or liable to you for the deletion or failure to make available any content, Services, and other communications maintained or transmitted through the Site and/or Services, or any modification, suspension or discontinuance of the Site and/or Services. You acknowledge that Leadpages reserves the right, in its sole discretion, to limit your ability to access and use the Site and/or Services, or any other resources or content made available on the Site and/or through the Services. Leadpages reserves the right to terminate, suspend, or limit or modify certain features or functionality of the Site and/or Services in its sole discretion. Your continued use of the Services following any changes to the Services shall constitute your acknowledgment and acceptance of such changes.

3.3 Leadpages Accounts

(i) In order to access the Services, you will be required to establish a Leadpages user account (the “Leadpages Account”). We may offer and maintain different types of Leadpages Accounts for different types of Users with different features and functionality. If you create a Leadpages Account on behalf of a company, organization, or other entity, then: (a) “you” includes you and that entity, and (b) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to this Agreement.

(ii) By connecting to the Services through a third-party service provider (including but not limited to an internet service provider, web browser, or telecommunications service provider), you give us permission to collect, access, use, disclose, and to store certain information about you that is obtained from that third-party service provider, and as permitted by such service provider. Such information may include, without limitation, your log-in credentials, IP address, device identifier(s), geolocation data, and other data automatically transmitted by or for that service provider.

(iii) You are not permitted to use another User’s Leadpages Account without permission from Leadpages. When creating your Leadpages Account, you must provide accurate and complete information, and you must keep this information up to date. You are solely responsible for the activity that occurs on your Leadpages Account, and you must keep your Leadpages Account password secure. We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your Leadpages Account. You must notify Leadpages immediately of any actual or suspected breach of security or unauthorized use of your Leadpages Account. Leadpages will not be liable for any damages caused or losses incurred by any unauthorized access and/or use of your Leadpages Account. If you wish to share your Leadpages Account login credentials (username and password) to allow others to gain access to your Leadpages Account, you agree that BY SHARING YOUR LEADPAGES ACCOUNT USERNAME AND PASSWORD, YOU AGREE TO BE RESPONSIBLE FOR ASSURING THAT ANY USERS OF THE LEADPAGES ACCOUNT COMPLY WITH THE TERMS OF THIS AGREEMENT AND THAT YOU SHALL BE RESPONSIBLE FOR THE ACTIONS OF ITS LEADPAGES ACCOUNT USERS.

(iv) You may update the User profile of your Leadpages Account and how you interact with Leadpages by changing the settings in your Settings page. By providing Leadpages your email address you consent to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail. With your consent, we may also use your email address to send you other messages, such as changes to features of Leadpages, special offers, or other third-party products and/or services that may be of interest to you. If you do not want to receive such email messages, you may opt out by clicking on the unsubscribe link on the bottom of the emails. Should you decide to opt-out of receiving future mailings from us, you may continue to receive future mailings from third parties that you have requested to receive information from. If you do not wish to receive future communications from third-party providers, you should notify them directly of your choice regarding their use of your Personal Data. Despite your request to no longer receive future newsletters or promotional and marketing communications from Leadpages, we reserve the right to continue to send you notices of any updates to the Site, the Services, these Terms and Conditions, and our Privacy Policy.

3.4 Administrator Accounts

The person who creates a Leadpages Account on behalf of any company, entity or organization (“Subscribing Organization”) is the initial “Administrator” for purposes of such Subscribing Organization’s use of the Services, and exercises certain options to initially determine the level of access, privacy, and security for use of the Services related to the Subscribing Organization. For example, the Administrator will determine who can be a User of the Services under the organization associated with that Administrator and Subscribing Organization and the level of privileges that such Users will possess. Once the Leadpages Account has been created and the initial registration has been completed, each Subscribing Organization will be able to register additional Administrators. Each Administrator may designate other Users as additional and/or successor Administrators; provided that, each Administrator is responsible for confirming that those person(s) accept such responsibility. Upon becoming an Administrator, each person will be deemed to have agreed to the terms and conditions of this Agreement and to the obligations hereunder. In addition, any person designated as the billing contact in the billing record for a Subscribing Organization will be deemed to assume the rights and obligations of an Administrator.

3.5 Leadpages Rules

When using the Services, you agree not to: (a) upload, transmit, or display pornographic, sexually explicit, embarrassing, obscene, or otherwise inappropriate content; (b) except where expressly permitted, use the Services to engage in spamming, “chain letters”, “pyramid schemes”, advertisement of illegal or controlled products or services, or other advertising or marketing activities that violate this Agreement, the Privacy Policy or any applicable laws, regulations or generally-accepted advertising or marketing industry guidelines; (c) use the Services in any manner that infringes, violates or misappropriates any third party’s Intellectual Property Rights or proprietary rights, or promotes the sale of counterfeit products; (d) use the Services in any manner that is misleading, deceptive or fraudulent or otherwise illegal or promotes illegal activities, including engaging in phishing or otherwise obtaining financial or other Personal Data in a misleading manner or for fraudulent or misleading purposes; (e) use the Services in any manner that is libelous or defamatory, or that is otherwise threatening, abusive, violent, harassing, derogatory, exploitative, extortive, malicious or harmful (mentally and/or physically) to any person or entity, or is invasive of another’s privacy; (f) use the Services in any manner that is harmful to minors, or endangers children in any way, or upload and display any content that sexually exploits or abuses children, or promotes the sexual exploitation or abuse of children; (g) use the Services in any manner that is hateful or promotes hatred, insulting, or discriminatory based on race, color, gender, gender identity, religion, nationality, ethnic or national origin, marital status, disability, sexual orientation or age or is otherwise objectionable, as reasonably determined by Leadpages; (h) use the Services in any manner to upload and display any content that promotes cruelty or violence towards animals, or promotes the sale of products obtained from endangered or threatened species; (i) use the Services in any manner to upload and display content that is unreliable, harmful, demonstrably false, manipulated media, and contradictory to authoritative scientific consensus; (j) use the Services in any manner to upload and display content that promotes compensated sexual acts, mail order brides, or facilitates marriage to a foreigner; (k) use the Services in any manner that in our sole discretion could damage, disable, overburden, or impair the Services; (l) use the Services in any manner that constitutes or contains any form of advertising or solicitation to users who have requested not to be contacted about other services, products or commercial interests; (m) attempt to gain unauthorized access to the Site and/or Services, or any part of them, other Leadpages Accounts, computer systems or networks connected to the Services, or any part of them, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of the Site and/or Services or any activities conducted through the Services; (n) modify the Site and/or Services in any manner or form, or use modified versions of the Site and/or Services, including but not limited to for the purpose of obtaining unauthorized access to the Site and/or Services or modifying User Page behavior in any way to deceive or mislead Users; (o) use any robot, spider, scraper, or other automated means to access or harvest data from the Site and/or Services for any purpose without our express written permission, or bypass any measures we may use to prevent or restrict access to the Site and/or Services; (p) impersonate another person or access another User’s Leadpages Account without that User’s permission or to violate any contractual or fiduciary relationships; (q) share Leadpages-issued passwords with any third party or encourage any other User to do so; (r) modify, adapt, translate or create derivative works based upon the Site and/or Services; (s) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Site and/or Services, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation; (t) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Services to any third party; provide time sharing or similar services for any third party; or use the Services for any purpose other than your own internal business use; (u) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Site and/or Services, features that prevent or restrict use or copying of any content accessible through the Services, or features that enforce limitations on use of the Services; (v) access the Site and/or Services if you are a direct competitor of Leadpages, except with Leadpages’ prior written consent, or for any other competitive purposes; or (w) except as permitted by the features of the Services, collect or harvest any Personal Data, including account names, through the Services.

3.6 User Pages

By creating, operating and maintaining User Pages as part of the Services, you represent and warrant that your User Pages are not directed, in whole or in part, to persons under the age of thirteen (13) years of age, or such minimum age as required under applicable law, and that the creation, operation and maintenance of your User Page and the underlying products, services, and/or User Page content will be in compliance with all applicable laws, rules and regulations. If your use of the Services to provide certain products, services, and/or content involves the collection of information from your end users and User Page visitors, you represent and warrant that you have established and will publish a privacy policy on your User Page(s) that complies with applicable data privacy and protection laws, including by providing adequate notice, disclosure, and choices to the end user and User Page visitors regarding your use, collection, disclosure and protection of their Personal Data (including your use of cookies, Flash objects, web beacons, tracking pixels, session replay scripts, embedded scripts, location-identifying technologies, and similar tracking technology), and any and all third-parties’ collection and use of the information of any and all User Page visitors, users, and others who access your User Page. Leadpages is not responsible for reviewing the contents of any privacy policy on your User Page(s), nor is it responsible for obtaining any necessary consents or permissions from your end users regarding your use of any tracking technologies.

3.7 Responsibilities for Calls and Messaging

To the extent applicable to your use of the Service, you shall at all times comply with the CAN SPAM Act of 2003, the Telephone Consumer Protection Act (47 U.S.C. § 227), the Do-Not-Call Implementation Act and the Do-Not-Call list registry rules (www.donotcall.gov), the Telemarketing Sales Rule, 47 C.F.R. § 64.1200 et seq, and all other state or local laws, rules, regulations, and guidelines relating to calling or texting, including without limitation, rules, regulations and guidelines set forth by the Federal Trade Commission and the Federal Communications Commission (collectively, the “Calling Laws”). You agree that, as between the parties, you are the initiator of any call, SMS/MMS message, or other communication transmitted through the Service and for all content relating to, inducing, or encouraging calls, SM/MMS messages or other communications to take place. Leadpages is not responsible for reviewing the contents of any communication transmitted through the Services or transmitted by you related to your use of the Service, nor is it responsible for obtaining any necessary consents or permissions from the message recipients.

3.8 Google AdSense for Leadpages

(i) Subject to your full compliance with the terms and conditions of this Agreement, Leadpages may, in its sole and absolute discretion, grant to you the limited, revocable, non-exclusive, and non-transferable right and license to implement Google AdSense for Leadpages with your User Pages. Google AdSense for Leadpages shall form an integral part of the Services. Under no circumstances shall Leadpages be obligated to grant you any right and license to implement Google AdSense for Leadpages with your User Pages.

(ii) In order to use Google AdSense for Leadpages, you must (a) have an existing Google AdSense account that is in good standing; and (b) link your existing Google AdSense account to Leadpages’ Google AdSense and consent to Leadpages’ use of your Google AdSense account on your behalf. You reserve the right to unlink your Google AdSense account at any time and in your sole discretion.

(iii) If Google AdSense for Leadpages is made available to you through the Services, you and your Users represent, warrant, and covenant that (a) you will not promote or engage in any fraudulent or deceptive activity with the intention of artificially inflating clicks/traffic in any way; (b) you will comply with the Google Publisher Policies available as updated, amended, and replaced from time to time; and (c) you will comply with the Google AdSense Program Policies , as updated, amended, and replaced from time to time.

(iv) Any breach of Section 3.8(ii) above by you or any User shall result in (a) the immediate suspension or termination of your right to use Google AdSense for Leadpages with your User Pages; and (b) forfeiture of any and all Google AdSense amounts earned and accrued, but not yet paid to you.

(v) You agree to refund to Leadpages within thirty (30) days of any invoice, any amounts that Leadpages may have overpaid to you during any prior period. Leadpages reserves the right to offset, in its sole discretion, any refund amounts that you owe to Leadpages from any Google AdSense amounts that would otherwise be payable to you.

4. User Content

4.1 Ownership Rights to User Content

We claim no ownership rights over User Content created by you and displayed on User Pages through the Services. The User Content you create remains yours.

4.2 Leadpages Rights to User Content

By submitting, providing, or otherwise making available any User Content on or through the Services to be displayed on User Pages, you expressly grant, and you represent and warrant that you have all rights necessary to grant, to Leadpages a limited, royalty-free, sublicensable, non-exclusive, worldwide license and right to use, reproduce, publish, list information regarding, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Services, including without limitation for promoting and redistributing part or all of the User Pages (and derivative works thereof) in any media formats and through any media channels. Without limiting any of the foregoing, you continue to retain the right to have your User Content removed from any User Pages.

4.3 Your Rights to Your User Content

In connection with any User Content that you submit, provide, or otherwise make available through the Services, you affirm, represent and warrant the following:

(i) You have the written consent of each and every identifiable natural person in the User Content, if any, to use such person’s name, image or likeness in a manner that is consistent with your use of Services and this Agreement, and each such person has released you from any liability that may arise in relation to such use.

(ii) You have obtained and are solely responsible for obtaining all rights, licenses, and consents as may be required by applicable law to submit, provide, or otherwise make available any User Content.

(iii) Your User Content and Leadpages’ use thereof as contemplated by this Agreement will not violate any applicable law or infringe upon any rights of any third party, including but not limited to any Intellectual Property Rights and privacy rights.

(iv) Leadpages may use and display your User Content submitted through the Services and displayed on User Pages without liability for payment of any guild fees, residuals, payments, fees, or royalties payable under any collective bargaining agreement or otherwise.

(v) To the best of your knowledge, all your User Content and other information that you provide to us is truthful and accurate.

4.4 Liability for User Content

Leadpages takes no responsibility and assumes no liability for any User Content that you or any other User submits, provides, or otherwise makes available through the Services. You shall be solely responsible for your User Content and the consequences of submitting it, providing it, or otherwise making it available through the Services and displayed on User Pages, and you agree that we are only acting as a passive conduit/service provider for your online distribution, publication, and display of your User Content. Unless otherwise stated in this Agreement, Leadpages reserves the right, but shall not be obligated, to: (a) pre-screen User Content; (b) refuse to accept, post, display, or transmit any User Content in its sole discretion and without prior notice to you; and/or (c) delete or take down any User Content from the Site in its sole discretion and without prior notice to you.

5. Collection and Use of Customer Data

5.1 Customer Data

Certain features and functionalities of the Services may allow Leadpages to collect information from your current or potential customers, website visitors or end-users (collectively, “Customer Data”).

5.2 Use of Customer Data

By submitting or causing Customer Data to be submitted to Leadpages through the Services, you hereby grant, and represent and warrant that you have all rights necessary to grant, all rights and licenses to the Customer Data required for Leadpages and its subcontractors and service providers to provide the Services. Leadpages shall have no right to sublicense or resell Customer Data, except however, that you agree that Leadpages may collect, analyze, and use data derived from Customer Data, which may include data and/or information collected from or about an individual but which does not identify the individual personally for purposes of operating, analyzing, improving, or marketing the Services and any related products and/or services. If Leadpages shares or publicly discloses information (e.g., in marketing materials, or in application development) that is derived from Customer Data, such data will be aggregated or anonymized to reasonably avoid identification of a specific individual. You further agree that Leadpages will have the right, both during and after the term of this Agreement, to use, store, transmit, distribute, modify, copy, display, sublicense, and create derivative works of the anonymized, aggregated data.

5.3 Your Responsibilities for Customer Data and Personal Data

(i) For the purpose of this Section 5.3, the term “Applicable Data Law” shall mean all data protection and privacy laws, regulations and self-regulatory codes applicable to the Personal Data in question, including, but not limited to applicable U.S. state and federal consumer data privacy laws, the EU and UK General Data Protection Regulation, Canadian federal and provincial privacy law, the Israeli Privacy Protection Law, and the Swiss Federal Act on Data Protection, the Brazil General Data Protection Law, and any other applicable national or local data protection and privacy laws (ii) You acknowledge that some, or all of the Customer Data that you may collect and use through the Services may qualify as, or include, Personal Data and that Applicable Data Law may apply to the use and processing of the collected Personal Data. Where this is the case, you agree to comply with such Applicable Data Law with respect to your use and processing of any Personal Data that you may collect and use through the Services. Under no circumstances may you collect or process any sensitive Personal Data as defined under Applicable Data Law.

(iii) In connection with Customer Data that contains Personal Data, you hereby represent, warrant, and agree that: (a) you have obtained or will obtain the Customer Data lawfully with full transparency and all necessary consents or permissions, and have not engaged in material misrepresentation, deception or other fraudulent or improper means (including “dark patterns”) to cause the Customer Data to be collected through the Services; (b) the Customer Data does not and will not violate any Applicable Data Law, or any other applicable laws or any person or entity’s Intellectual Property Rights or proprietary rights; (c) all Customer Data has and will be collected by you in accordance with a privacy policy established by you that permits Leadpages to share, collect, use, and disclose such Customer Data as contemplated under this Agreement, and if required by Applicable Data Law, or any other applicable law, pursuant to consents obtained by you to do each of the foregoing; (d) you are solely responsible for ensuring compliance with all Applicable Data Law and any other applicable laws in all jurisdictions that may apply to Customer Data; (e) Leadpages may exercise the rights in Customer Data granted hereunder without liability or cost to any third party; and (f) your use of the Customer Data complies with the terms of this Agreement. For purposes of clarity, Leadpages takes no responsibility and assumes no liability for the collection and use of any Customer Data, and you will be solely responsible for the collection and use of any Customer Data and the consequences of collecting or sharing it hereunder.

(iv) You agree that you shall use and process any Personal Data that you have collected only for the purposes permitted by this Agreement and Applicable Data Law. You shall implement appropriate technical and organizational measures in accordance with Applicable Data Law to protect any collected Personal Data from (a) accidental or unlawful destruction; and (b) loss, alteration, unauthorized disclosure of, or access to the collected Customer Data.

(v) Where European Data Law applies, you shall not process any collected Personal Data (nor permit your collected Personal Data to be processed) in a territory outside of the European Economic Area (“EEA”) unless you have taken such measures as are necessary to ensure the transfer is in compliance with European Data Law. Such measures may include (without limitation) transferring any collected Personal Data to a recipient in a country that the European Commission has decided provides adequate protection for Personal Data, to a recipient that has achieved binding corporate rules authorization in accordance with European Data Law, or to a recipient that has executed standard contractual clauses adopted or approved by the European Commission.

5.4 Your Responsibilities for Customer Data

Leadpages will not be responsible for any backup, recovery or other steps required to ensure that Customer Data and Personal Data is recoverable in the case of data loss. You are solely responsible for backing up your Customer Data and Personal Data on a regular basis, and taking appropriate steps to safeguard and ensure the integrity of your Customer Data and Personal Data.

5.5 Rights to Customer Data

You own all right, title and interest (including all Intellectual Property Rights) in and to Customer Data.

6. Our Proprietary Rights

6.1 Intellectual Property

Except as otherwise provided for in this Agreement, the Services and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content belonging to other Users (the “Leadpages Content”), and all Intellectual Property Rights related thereto, are the exclusive property of Leadpages and its applicable licensors (including other Users who post User Content to Leadpages). Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights of the Leadpages Content, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works of any Leadpages Content. Use of the Leadpages Content for any purpose not expressly permitted by this Agreement is strictly prohibited.

6.2 User Submissions

You may choose to or we may invite you to submit comments or ideas about Leadpages, including without limitation about how to improve the Services or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Leadpages under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Leadpages does not waive any rights to use similar or related ideas previously known to Leadpages, or developed by its employees, or obtained from sources other than you.

7. Subscription; Fees and Payment

7.1 Fees

We will charge you fees (“Fees”) for your use of the Services. You agree to pay any and all Fees specified in an ordering document or online order for your access and use of the Services (“Ordering Document”). For the most current information about our pricing and payment, please review our Pricing and Payment Terms (www.leadpages.com/pricing), which are incorporated by reference herein. Leadpages may add new services, features, and functionalities for additional fees and charges, and add or amend fees and charges for existing Services, at any time in its sole discretion. If we add or amend our Fees, we will update our Pricing and Payment Terms. Any change to our Pricing and Payment Terms shall become effective in the billing cycle following notice of such change to you as provided in this Agreement; provided however that if we have offered a specific duration and Fees for your use of Services, we agree that the Fees will remain in force for that duration.

7.2 Payment of Fees

Unless otherwise provided in an Ordering Document any purchases for access and use of the Services are on a subscription basis that renews automatically unless canceled. YOUR SERVICES SUBSCRIPTION WILL AUTOMATICALLY RENEW AT THE END OF YOUR SUBSCRIPTION TERM IDENTIFIED IN YOUR ORDERING DOCUMENT FOR SUBSEQUENT TERMS EQUAL IN LENGTH TO THE INITIAL SUBSCRIPTION TERM (EACH A “SUBSCRIPTION TERM”) UNLESS AND UNTIL YOU CANCEL YOUR SERVICES SUBSCRIPTION IN ACCORDANCE WITH THE CANCELLATION PROCEDURES IDENTIFIED IN SECTION 7.3 OF THIS AGREEMENT. As used in this Agreement, “billed”, “billing”, or “charge” shall indicate either a charge or debit, as applicable, against your payment method on file with Leadpages or its applicable third-party payment services provider. When you purchase a subscription to access and use the Services, you expressly acknowledge and agree that: (1) Leadpages (and its third-party payment services provider) is authorized to charge you at the beginning of each Subscription Term the Fees identified in an Ordering Document, any applicable taxes, and any other charges you may incur in connection with your use of the Services, for as long as your Services subscription continues; and (2) your Services subscription is continuous until you cancel it or the Services are suspended, discontinued or terminated in accordance with this Agreement. You acknowledge and agree that the amount billed may vary due to promotional offers, changes in your Services subscription plan, changes in applicable taxes, and changes in Fees in accordance with Sections 7.1 and 7.3 and you authorize us to charge your payment method for the changed amounts. We will automatically bill your payment method each month or each year (if applicable) on the calendar day corresponding to the commencement of your Services subscription (excluding any applicable trial period) or within 3 to 5 business days of such date. If your payment method reaches its expiration date and/or you do not renew your Service subscription, we reserve the right to terminate or limit your access to the Services.

7.3 Cancellation; Refunds

(i) Seven (7) Day Money-Back Guarantee. Leadpages will offer a seven (7) day money-back guarantee for all new Leadpages Accounts created. Services subscription renewals are not eligible for the seven (7) day money-back guarantee. In order to be eligible for the seven (7) day money-back guarantee, you must contact Leadpages on or before the seventh (7th) day following the commencement of the Subscription Term. For clarification purposes, the Subscription Term commences on the first calendar day following the expiration of the fourteen (14) day trial period.

(ii) You may cancel your Leadpages Account or the Services at any time. To cancel your Services subscription, you must notify Leadpages before the start of the next Subscription Term using the appropriate functionalities within the Services or by contacting us at support@leadpages.com. Please allow 3 – 5 business days to process your cancellation request. Once we have processed your cancellation request, you will receive a Services cancellation notice from Leadpages. If you decide to cancel your Services subscription, your Services subscription will not be renewed after your then-current Subscription Term expires. If you cancel your Services subscription prior to the expiration of your then-current Subscription Term, you will not be eligible for nor will you receive a prorated refund for any portion of the Fees paid for the then-current Subscription Term, however, you may continue to use the Services until the end of your then-current Subscription Term. For subscription renewal purposes, if adequate cancellation notice (as defined above) is not received and your credit card is subsequently charged, you will not receive a refund. In the event that Leadpages suspends or terminates your User Account, your access to the Services, or this Agreement, you understand and agree that you shall receive no refund or exchange for any Services, any unused time on a Services subscription, any license or Fees for any portion of the Services, any content or data associated with your User Account, or for anything else.

7.4 Payment Information; Taxes

We or our third-party payment processors will charge your Fees and any other charges you may incur to the payment method you provide when you register for a Leadpages Account or you identify in an Ordering Document. All information that you provide in connection with a purchase or transaction or other monetary transaction interaction with Leadpages must be accurate, complete, and current. You may change your payment method by changing the information in your Leadpages Account. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with Leadpages at the prices in effect when such charges are incurred. If we are unsuccessful in charging your payment method and have still not received payment within seven (7) days after informing you, we may (without liability to you) suspend or temporarily disable all or part of your access to the Services and we shall be under no obligation to provide any or all of the Services while the applicable Fees concerned remain unpaid. This does not affect any other rights and remedies available to us. You will pay any and all applicable taxes, if any, relating to any such payments of Fees, purchases, transactions or other monetary transactions.

8. Privacy

We care about the privacy of our Users. You understand that by visiting and accessing the Site and using the Services you consent to the collection, use and disclosure of your Personal Data and aggregate and/or anonymized data as set forth in our Privacy Policy, and to have such data collected, used, transferred to and processed in the United States. You further acknowledge and agree that Leadpages may access, preserve, and disclose any Personal Data collected by Leadpages if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) satisfy any applicable law, regulation, legal process or valid governmental request, (b) enforce the terms and conditions of this Agreement, including investigation of potential violations hereof, (c) detect, prevent, or otherwise address fraud, security or technical issues (including, without limitation, the filtering of spam), or (d) protect against imminent harm to the rights, property or safety of Leadpages, its Site visitors, its Users, or the public as required or permitted by law. Leadpages’ Privacy Policy expressly forms part of this Agreement. More information on Leadpages’ Privacy Policy can be reviewed.

IF YOU CREATE OR USE YOUR OWN PRIVACY POLICY OR STATEMENT FOR YOUR BUSINESS IN CONNECTION WITH THE USE OF THE SERVICES, YOU HEREBY ACKNOWLEDGE AND AGREE TO INCLUDE IN SUCH PRIVACY POLICY OR STATEMENT, A NOTICE WITH RESPECT TO THE COLLECTION, USE AND DISCLOSURE OF PERSONAL DATA OF YOUR CUSTOMERS TO LEADPAGES THAT IS CONSISTENT AND IN ACCORDANCE WITH OUR PRIVACY POLICY, INCLUDING WITH RESPECT TO THE POTENTIAL DISCLOSURE OF SUCH INFORMATION TO THIRD-PARTY PARTNERS AND/OR THIRD PARTY TECHNOLOGY AND SERVICE PROVIDERS.

9. DMCA Notice

9.1 Copyright Infringement Notices

Since we respect artist and content owner rights, it is our policy to respond to alleged infringement notices in accordance with the Digital Millennium Copyright Act of 1998 (“DMCA”).

9.2 Submitting an Intellectual Property Complaint

If you believe that your copyrighted work (the “Work”) has been copied or used in a way that (a) has not been authorized by you; (b) constitutes copyright infringement; and (c) is accessible via the Services and/or User Pages, please notify Leadpages’ copyright agent by filing an intellectual property complaint at the address indicated below. For your intellectual property complaint to be valid under the DMCA, you must provide the following information in writing:

(i) An electronic or physical signature of a person authorized to act on behalf of the copyright owner;

(ii) Identification of the copyrighted work that you claim has been infringed;

(iii) Identification of the material that is claimed to be infringing and where it is located on User Pages;

(iv) Information reasonably sufficient to permit Leadpages to contact you, such as your address, telephone number, and, e-mail address;

(v) A statement that you have a good faith belief that the use and display of the Work is not authorized by the copyright owner, its agent, or applicable law; and

(vi) A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the copyright owner.

The above information must be submitted to:

Attn: Leadpages DMCA NoticeLeadpages: Leadpages (US), Inc.Address: 212 3rd Ave N, Suite 475, Minneapolis, MN 55401Tel.: (612) 230-7321Email: legal@leadpages.com

9.3 Misrepresenting Infringement on Your Intellectual Property

Under applicable laws, if you knowingly misrepresent that online material is infringing upon any Intellectual Property Rights, you may be subject to criminal prosecution for perjury and civil penalties, including monetary damages, court costs, and attorneys’ fees.

9.4 Procedure for Intellectual Property Complaints

Please note that the procedure described in this section is exclusively for notifying Leadpages and its affiliates that your copyrighted material has been infringed. The procedure is intended to comply with Leadpages’ rights and obligations under the DMCA, including 17 U.S.C. § 512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.

9.5 Termination of Intellectual Property Rights Violators

In accordance with the DMCA and other applicable laws, Leadpages has adopted a policy of terminating, in appropriate circumstances, Users who are deemed to be repeat infringers of third-party Intellectual Property Rights. Leadpages may also, at its sole and absolute discretion, limit access to the Services and/or terminate the Leadpages Accounts of any Users who infringe upon any Intellectual Property Rights of a third party, regardless of whether or not there is any repeat infringement.

10. Third-Party Links and Information

The Site and the Services may integrate with or contain links to third-party materials, sites, information, content, advertisements, promotions, services, products, or applications (collectively “Third-Party Services”). Such Third-Party Services may include, without limitation, domain registrars from which you may purchase a domain name, email service providers, third-party licensed content, and third-party ecommerce services. Third-Party Services are not owned or controlled by Leadpages. Leadpages does not endorse or assume any responsibility or liability for any loss or damage of any sort incurred by you as a result of your dealings with any Third-Party Services. If you access a Third-Party Service from the Site or the Services, or share your User Content on or through any Third-Party Service you do so at your own risk, and you understand that this Agreement and Leadpages’ Privacy Policy do not apply to your use of such Third-Party Services. You further acknowledge and agree that Leadpages shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any Third-Party Services available on or through the Site and/or Services, nor will Leadpages accept any responsibility for any viruses, worms, Trojan horses or other forms of destructive malware that may infect your computer systems as a result of your use of any Third-Party Services. Leadpages may, at any time and in our sole discretion, and without any prior notice to you, suspend, disable access to, or remove any Third-Party Services that are being made available to you through the Site and/or Services, and in no event will Leadpages be liable to you for any such suspension, disabling or removal, including without limitation for any damages or loss of profits, revenue, data, goodwill or other intangible losses you may experience as a result thereof. Additionally, your dealings with or participation in any Third-Party Services available through the Site and/or Services, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and the provider of such Third-Party Services.

11. Disclaimer/Limitation of Liability/Indemnity

11.1 Warranties

THE SITE AND THE SERVICES ARE BEING PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE STATED HEREIN, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE AND THE SERVICES ARE BEING PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM LEADPAGES OR THROUGH THE SITE AND/OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, LEADPAGES, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT (A) THE SITE, THE SERVICES, OR ANY CONTENT OR INFORMATION CONTAINED THEREIN IS ACCURATE, RELIABLE OR CORRECT; (B) THE SERVICES WILL MEET YOUR REQUIREMENTS; (C) THAT THE SITE AND/OR SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; (D) ANY DEFECTS OR ERRORS IN THE SITE AND/OR SERVICES WILL BE CORRECTED; OR (E) THE SERVICES WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. FURTHER, LEADPAGES DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD-PARTY SERVICES ADVERTISED OR OFFERED THROUGH THE SITE AND/OR SERVICES, AND LEADPAGES WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY SERVICES.

11.2 Limitation of Liability

To the maximum extent permitted by applicable law, Leadpages assumes no liability or responsibility for any (a) errors, mistakes, or inaccuracies of content; (b) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of the Service; (c) any unauthorized access to or use of our secure servers and/or any and all Customer Data, Personal Data, or User Content stored therein; (d) any interruption or cessation of transmission to or from the Site and/or Services; (e) any bugs, viruses, Trojan horses, or the like that may be transmitted to or through the Services by any third party; (f) any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through the Site and/or Services; and/or (g) User Content or the defamatory, offensive, or illegal conduct of any third party.

IN NO EVENT SHALL LEADPAGES, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SITE AND/OR THE SERVICES OR THE FURNISHING, PERFORMANCE OR USE OF ANY OTHER MATTERS HEREUNDER WHETHER BASED UPON CONTRACT, TORT OR ANY OTHER THEORY INCLUDING NEGLIGENCE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHERMORE, LEADPAGES SHALL NOT BE LIABLE FOR ANY FAILURE OR DELAY RESULTING FROM ANY ACTIONS BEYOND ITS REASONABLE CONTROL. WITHOUT LIMITING ANY OF THE FOREGOING, LEADPAGES’ TOTAL AGGREGATE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT, OR GENERALLY, WILL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU, IF ANY, FOR THE LICENSE TO USE THE SERVICES. THIS LIMITATION OF LIABILITY ALSO APPLIES TO ANY CLAIMS THAT YOU MAY BRING AGAINST ANY OTHER PARTY TO THE EXTENT THAT LEADPAGES WOULD BE REQUIRED TO INDEMNIFY THAT PARTY FOR SUCH CLAIM. MULTIPLE CLAIMS SHALL NOT EXPAND THE LIMITATIONS SET FORTH UNDER THIS LIMITATION OF LIABILITY.

11.3 Defense of Leadpages

You agree to defend, indemnify and hold harmless Leadpages and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (a) your use of the Site and/or Services; and (b) your breach of any of the terms and conditions of this Agreement.

11.4 Exceptions

Federal law, some states, provinces and other jurisdictions may not allow the exclusion and limitations of certain implied warranties, so the above exclusions may not apply to you. This agreement gives you specific legal rights, and you may also have other rights based on your jurisdiction of residence.

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

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND DISCOVERY PROCEDURES AND APPELLATE RIGHTS ARE MORE LIMITED THAN IN COURT.

12.1 Governing Law

This Agreement, and all claims related to it, or the performance by both parties under it, shall be governed exclusively by the internal substantive laws of the State of Minnesota, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded and shall not apply to this Agreement. For any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm, you agree that Minneapolis, Minnesota is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable.

12.2 Disputes that Must Be Arbitrated

(i) This arbitration agreement applies to any “Dispute” between you and Leadpages (in this section, the “Company”).

(ii) The exceptions to this arbitration requirement are: (a) claims that can be brought as individual actions in small-claims court; (b) pursuit of enforcement actions through a government agency if the law allows; (c) an action to compel or uphold any prior arbitration decision; (d) your or Company’s right to seek injunctive relief in a court of law to preserve the status quo while an arbitration proceeds; (e) claims of intellectual property infringement; (f) claims that are the subject of a proposed class or collective action settlement in any court; (g) the enforceability of the requirement that arbitrations must be conducted on an individual rather than a class basis; and (h) certain roles expressly specified for courts in the terms of this arbitration agreement below.

12.3 Informal Resolution

(i) If you have a Dispute against Company or if Company has a dispute against you, Company will attempt to resolve the Dispute informally before an arbitration is filed in order to resolve the Dispute faster and reduce costs for both parties. You and Company will make a good-faith effort to negotiate the resolution of any Dispute for at least 30 days (“Informal Resolution”) from the day you or Company receive a written notice of a dispute from the other party (a “Notice of Dispute”) in accordance with the terms of this arbitration agreement.

(ii) You must send any Notice of Dispute to the following address:

Leadpages (US), Inc.Attn: Legal Department212 3rd Ave N, Suite 475Minneapolis, MN 55401legal@leadpages.com

(iii) Company will send any Notice of Dispute to your registered email address and ATTN: NOTICE OF DISPUTE to the email address and any address you have provided Company. The Notice of Dispute sent by either party must include the sender’s name, address, and other contact information, a description of the Dispute (including any relevant account names), and what resolution to the Dispute is being sought.

(iv) The Notice requirement is designed to allow Company (or you, in the case of a dispute Company asserts against you) to make a fair, fact-based offer of settlement if Company or you choose to do so. You and Company cannot proceed to arbitration unless this information has been provided. If you or Company proceed to arbitration without providing a compliant Notice of Dispute, the sufficiency of a Notice of Dispute is an issue to be decided by a court. A court may enjoin the filing of an arbitration demand that has not been preceded by a compliant Notice of Dispute and may order a party that has filed an arbitration demand without having provided a compliant Notice of Dispute to reimburse the other party for any arbitration fees and costs already incurred.

12.4 Small-Claims Court

You and Company agree that notwithstanding the obligation to arbitrate Disputes, Disputes that qualify for small-claims court in either the county where you live or in Hennepin County, Minnesota may be brought as individual actions in such small-claims courts. Company hopes you’ll try Informal Resolution first, and you must do so before commencing an arbitration, but you don’t have to complete the Informal Resolution process before going to small-claims court.

12.5 Binding Individual Arbitration

(i) THE ARBITRATION PROCEEDINGS IN THIS SECTION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS ONLY. Under no circumstances does Company consent to have any Disputes arbitrated using class action procedures, even if the arbitration provider has rules permitting class arbitrations.

(ii) You and Company agree that Disputes will be settled by binding individual arbitration conducted by JAMS, www.jamsadr.com, according to the U.S. Federal Arbitration Act (“FAA”) and federal arbitration law and according to the Optional Expedited Arbitration Procedures then in effect for JAMS, as modified by the terms of this arbitration agreement. The terms of this arbitration agreement affect interstate commerce, and the enforceability of this Section 4 will be substantively and procedurally governed by the FAA, 9 U.S.C. § 1, et seq., to the extent permitted by law.

12.6 Arbitration Procedure and Location

(i) You or Company may initiate arbitration of any Disputes not resolved by Informal Resolution by filing a Demand for Arbitration with JAMS, in accordance with the Optional Expedited Arbitration Procedures then in effect for JAMS, as modified by the terms of this arbitration agreement. Instructions for filing a Demand for Arbitration are available at www.jamsadr.com. You will send a copy of any Demand for Arbitration to the following address:

Leadpages (US), Inc.Attn: Legal Department212 3rd Ave N, Suite 475Minneapolis, MN 55401legal@leadpages.com

(ii) Company will send any Demand for Arbitration to the email address and to any address you have provided Company.

(iii) The arbitration will be conducted by a single arbitrator. You and Company both agree that the arbitration will be conducted in the English language and that the arbitrator will be bound by the terms of this arbitration agreement.

(iv) For Disputes in which the claimant seeks less than $10,000, the arbitrator will decide the matter solely on the basis of written submissions, without a formal hearing, unless the arbitrator decides that a formal hearing is necessary. For matters in which the claimant seeks $10,000 or more, or smaller matters in which the arbitrator determines a hearing to be necessary, hearings shall be conducted by video or telephone, unless the arbitrator determines an in-person hearing to be necessary. If an in-person hearing is required, and you reside in the United States, the hearing will take place in Hennepin County, Minnesota unless the arbitrator determines that this would pose a hardship for the claimant, in which case the in-person hearing may be conducted in the claimant’s state and county of residence. If you reside outside the United States, the site of any in-person hearing will be determined by the applicable Rules.

(v) The arbitrator (not a judge or jury) will resolve the Dispute. Unless you and Company agree otherwise, any decision or award will include a written statement stating the decision of each claim and the basis for the award, including the arbitrator’s essential factual and legal findings and conclusions.

(vi) To the fullest extent allowed by applicable law, the arbitrator may only award legal or equitable remedies that are Individual to you or Company to satisfy one of our individual claims (that the arbitrator determines are supported by credible relevant evidence).

(vii) An arbitration award, and any judgment confirming it, apply only to that specific case; it cannot be used or offered as precedent in any other case except to enforce the award itself.

(vi) Any decision or award may be enforced as a final judgment by any court of competent jurisdiction or, if applicable, application may be made to such court for judicial confirmation of any award and an order of enforcement.

12.7 Arbitration Fees

(i) If you are using Leadpages for commercial purposes, each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses.

(ii) If you are a consumer using Leadpages for non-commercial purposes: (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the arbitrator may include your costs of arbitration.

12.8 Notice and Filing

To the fullest extent permitted by applicable law, you or Company must start arbitration of a Dispute within one (1) year from when the Dispute first arose. If applicable law requires you or Company to bring a claim for a Dispute sooner than two years after the Dispute first arose, that shorter deadline applies instead. The failure to begin arbitration regarding a Dispute within the time frames described above in this section shall bar the Dispute, which means that to the fullest extent permitted by applicable law, you and Company will not have the right to assert the Dispute.

12.9 Coordinated Filings

(i) If 25 or more Disputes are initiated with the arbitrator that raise similar claims, and counsel for the claimants are the same or coordinated, these will be considered “Coordinated Cases.” Company will pay only its share of arbitration fees for Coordinated Cases; the claimants will be responsible for their share of those fees as set by the Rules and JAMS’s fee schedule for mass arbitrations. Applicable statutes of limitations will be tolled for all claimants who have provided compliant Notices of Dispute to Company, but demands for arbitration in Coordinated Cases shall only be filed with the arbitration provider as permitted by the bellwether process set forth below, and Company shall not be required to pay any fees associated with cases that this agreement does not allow to be filed.

(ii) Once all Notices of Dispute have been provided to Company for Coordinated Cases, counsel for claimants and counsel for Company shall confer in good faith regarding the number of cases that should proceed as bellwethers, to allow each side to test the merits of its arguments, before the remainder of claims may be filed with the arbitration provider. Any number chosen must be an even number so as to allow each side to designate its half of the cases selected for bellwether trials. If counsel for claimants and for Company do not agree on the number of bellwethers, the number shall be chosen by the arbitration provider as an administrative matter (or, in the arbitration provider’s discretion, by a process arbitrator). Factors that the arbitration provider may consider in making this decision include the complexity of the dispute and differences in facts or applicable laws among various claims. Once the number of bellwethers is fixed, by agreement or by the arbitration provider, each side shall select half that number from among the claimants who have provided compliant Notices of Dispute, and only those chosen claims may be filed with the arbitration provider. You agree that if your case is among Coordinated Cases filed against Company, resolution of your personal claim might be delayed by this bellwether process. Nothing in this paragraph shall be construed to delay the resolution of uncoordinated Disputes based on similar claims to Coordinated Cases filed against Company.

(iii) A single arbitrator shall preside over each Coordinated Case chosen for a bellwether proceeding, and only one Coordinated Case may be assigned to each arbitrator as part of a bellwether process unless the parties agree otherwise.

(iv) Once all bellwether trials have concluded (or sooner if the counsel for the claimants in the Coordinate Cases and Company agree), the parties must make a good-faith effort to resolve all remaining cases that were not chosen for a bellwether proceeding by engaging in a single mediation of all remaining cases. Each side shall pay half the applicable mediation fee. Counsel for claimants in the Coordinated Cases and for Company must agree on a mediator within 30 days after the conclusion of the last bellwether trial. If counsel for claimants in the Coordinated Cases and for Company cannot agree on a mediator within 30 days, the arbitration provider will appoint a mediator as an administrative matter. Counsel for the claimants in the Coordinated Cases and for Company will cooperate for the purpose of ensuring that the mediation is scheduled as quickly as practicable after the mediator is appointed.

(v) If the mediation does not yield a global resolution, then claimants in Coordinated Cases who provided compliant Notices of Dispute but whose claims were not resolved in bellwether proceedings shall no longer have the right to arbitrate their Dispute. Instead, outstanding claims from such cases may be filed only in the state courts in Hennepin County, Minnesota or if federal jurisdiction exists, in the United States District Court for the District of Minnesota, and you consent as part of these Terms to venue such cases exclusively in these courts. Nothing in this paragraph shall be construed as prohibiting either you or Company from removing a case from state to federal court if removal is allowed under applicable law. To the extent you are asserting the same claims as other persons and are represented by common or coordinated counsel, you agree to waive any objection that the joinder of all such persons is impracticable. If a formerly arbitrable Dispute is brought in court, claimants may seek class treatment, but to the fullest extent allowed by applicable law, the classes sought may comprise only the claimants in the Coordinated Cases who provided compliant Notices of Dispute, and Company reserves the right to contest class certification at any stage of the litigation and on any available basis.

(vi) A court shall have authority to enforce this bellwether process and may enjoin the filing of lawsuits or arbitration demands not made in compliance with it.

12.10 Continuation in Effect

The dispute resolution process set forth in this agreement survives the termination of any other agreement between you and Company.

12.11 Future Terms Changes

Although Company may revise these dispute resolution terms in its discretion, Company does not have the right to alter this agreement, or the arbitration rules specified herein, with respect to any Dispute once that Dispute arises if such change would make arbitration procedures materially less favorable to the claimant. The question of whether a change is materially less favorable to the claimant shall be decided by the arbitration provider as a process matter.

12.12 Class Action Waiver

To the maximum extent permitted by applicable law, disputes, claims, and controversies not subject to the requirement to arbitrate (including, but not limited to, claims filed in small claims court and claims that are deemed not subject to the requirement to arbitrate) may not be aggregated together in a class action, except that (as set forth above in Section 8) if a formerly arbitrable Dispute is brought in court, claimants may seek class treatment, but to the fullest extent allowed by applicable law, the classes sought may comprise only the claimants in the Coordinated Cases who provided compliant Notices of Dispute, and Company reserves the right to contest class certification at any stage of the litigation and on any available basis. Accordingly, to the maximum extent permitted by applicable law, you and Company will only bring disputes, claims, or controversies between Company in an individual capacity only and shall not (a) seek to bring, join, or participate in any class or representative action, collective or class-wide arbitration, or any other action where another individual or entity acts in a representative capacity (like private attorney general actions); or (b) consolidate or combine individual proceedings or permit another to do so without the express consent of all parties to these Terms.

12.12 Class Action Waiver

If all or any provision of this agreement is found invalid, unenforceable, or illegal, then you and Company agree that the provision will be severed, and the rest of these terms shall remain in effect and be construed as if any severed provision had not been included. The sole exception is that if the prohibition on class arbitrations is found invalid, unenforceable, or illegal, you and Company agree that this entire agreement to arbitrate (but not the separate class action waiver) will be void and unenforceable and any dispute will be resolved in court subject to the venue and choice of law clauses specified herein.

12.14 Your 30-Day Right to Opt-Out

(i) You have the right to opt out of and not to be bound by the Binding Individual Arbitration provisions set forth in these Terms (except for the class action waiver, which is not subject to an opt-out). To exercise this right, you must send written notice of your decision to the following address:

Leadpages (US), Inc.Attn: Legal Department212 3rd Ave N, Suite 475Minneapolis, MN 55401legal@leadpages.com

(ii) Your notice must include your name, mailing address, and email address associated with your account with Company, and state that you do not wish to be bound by the Binding Individual Arbitration provisions set forth in these Terms. TO BE EFFECTIVE, THIS NOTICE MUST BE POSTMARKED OR DEPOSITED WITHIN 30 DAYS OF THE DATE ON WHICH YOU FIRST ACCEPTED THESE TERMS UNLESS A LONGER PERIOD IS REQUIRED BY APPLICABLE LAW; OTHERWISE, YOU WILL BE BOUND TO ARBITRATE DISPUTES IN ACCORDANCE WITH THIS SECTION. You are responsible for ensuring that Company receives your opt-out notice, so you may wish to send it by a means that provides for a delivery receipt. If you opt out of these provisions, Company will not be bound by them with respect to disputes with you.

13. General

13.1 Assignment

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you unless otherwise authorized in writing by Leadpages. This Agreement may be transferred or assigned by Leadpages without restriction. Any attempted transfer or assignment in violation hereof shall be null and void. This Agreement will inure to the benefit of and be binding upon the respective successors and permitted assigns of the parties.

13.2 Notification Procedures and Changes to the Agreement

Leadpages may provide notifications, whether such notifications are required by law or are for marketing or other business-related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by Leadpages in our sole discretion. Leadpages reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement. Leadpages is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. Leadpages may, in its sole discretion, modify or update this Agreement from time to time and in its sole discretion, and so you should review this page periodically. When we change the Agreement in a material manner, we will update the ‘last modified’ date at the top of this page and notify you that material changes have been made to the Agreement. You agree that your continued use of Services after any such change constitutes your acknowledgment and acceptance of the modified terms and conditions of this Agreement.

13.3 No Waiver

No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Leadpages’ failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision, nor in any way affect the ability of Leadpages to enforce each and every such right or provision thereafter.

13.4 Contact

Please contact us at legal@leadpages.com with any questions regarding this Agreement.

13.5 Disclosures; California Residents

The provider of services is Leadpages (US), Inc. If you are a California resident, in accordance with Cal. Civ. Code § 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Leadpages of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254.

13.6 Entire Agreement/Severability

This Agreement, together with any amendments and any additional agreements you may enter into with Leadpages in connection with the Services, shall constitute the entire agreement between you and Leadpages concerning the subject matter hereof. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable.

13.7 Headers

Headers in this Agreement are used for organizational purposes and shall not be interpreted to convey any meaning.