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Terms of Use

Last revised on: May 14, 2024

PLEASE READ THIS TERMS OF SERVICE AGREEMENT (“AGREEMENT“) CAREFULLY BECAUSE IT CLARIFIES WHAT WILL BE OUR EXPECTATIONS FOR PURPOSES OF THIS AGEEMENT. THIS AGREEMENT IS A LEGAL CONTRACT BETWEEN YOU (“USER” OR “YOU”) AND Contrail Inc. d/b/a eMags, eMagazines (“COMPANY,” “WE,” “US”, OR “EMAGS“). WE ENCOURAGE YOU TO READ AND BE SURE THAT YOU UNDERSTAND THIS AGREEMENT BECAUSE IT IS BINDING IN ACCORDANCE WITH ITS TERMS.

SECTION 14 OF THIS AGREEMENT INCLUDES AN ARBITRATION AGREEMENT THAT REQUIRES MOST DISPUTES BETWEEN US TO BE RESOLVED THROUGH BINDING AND FINAL ARBITRATION INSTEAD OF IN COURT. SEE SECTION 14 FOR MORE INFORMATION REGARDING THIS ARBITRATION AGREEMENT.

Accessing or using any website and the magazine services with an authorized link to this Agreement, including, but not limited to, https://eMags.com (“Website“), or registering an account or accessing or using any content, information, services, features or resources available or enabled via the Website (collectively with the Website and Magazine Services, the “Services“), constitutes your commitment to the following: (1) You agree to be bound by this Agreement and all related agreements and terms referred to herein or provided to you in connection with your account, access and use; (2) You represent to us you are of legal age in your jurisdiction of residence to form a binding contract; and (3) You represent to us that you have the authority to enter into this Agreement personally and, if applicable, on behalf of any company, organization or other legal entity on whose behalf you use the Services. Except as otherwise provided herein, if you do not agree to be bound by this Agreement, you may not access or use the Services.

Some of the specialized features and tools accessible through our Services are provided by third-party companies (sometimes referred to as “Third Party Providers” or “Third Party Servicers”) pursuant to their own separate Terms of Service (“Third-Party Terms”) that differ from ours. By using such third-party features and tools, you agree that your relationships with these third-party service providers will be governed by the applicable Third-Party Terms.

You are encouraged to read all notifications sent to you. Subject to Section 14.8 of this Agreement, Emags reserves the right to modify this Agreement or the Company’s  policies relating to the Services at any time, effective upon posting of an updated version of this Agreement on the Website and providing advance notice to you by email to the extent we have your email address. You should regularly review this Agreement, as your continued use of the Services after any such changes constitutes your agreement to such changes.

1. Registration. You represent, warrant, covenant and guarantee that all Registration Information provided by you is true, accurate, complete, up-to-date, and solely yours. You agree that you are not impersonating, imitating or pretending to be somebody else when registering, and setting up an account/profile on the Service. The Service provides a mechanism or contact information to allow you to change your Registration Information and you are responsible for updating the information promptly.. If no such mechanism or contact information is available on the Service, please notify our Privacy Policy Coordinator as described in our Privacy Policy. YOU AGREE THAT EMAGS SHALL HAVE NO LIABILITY ASSOCIATED WITH OR ARISING FROM YOUR FAILURE TO MAINTAIN ACCURATE, COMPLETE OR UP-TO-DATE REGISTRATION INFORMATION, INCLUDING WITHOUT LIMITATION YOUR FAILURE TO RECEIVE CRITICAL INFORMATION CONCERNING YOUR ACCOUNT OR THE SERVICES. EMAGS IS NOT RESPONSIBLE FOR VERIFYING YOUR REGISTRATION INFORMATION.

2. Digital Magazine Services

This section governs the sale of digital magazine services and/or subscription products (“Digital Magazine Services”). The Digital Magazine Services include all or portions of a Magazine Service that offers such Digital Magazine Services. You are not required to purchase anything for certain limited uses of the Magazine Services.

  • Overview. EMAGS and the Magazine Publishers reserve the right to modify the content, type and availability of any Digital Magazine Service at any time. This includes adding and removing magazine titles from the Digital Magazine Service Product. Additionally, we reserve the right to change or terminate any offered subscriptions or promotions at any time. For details about your purchases of Digital Magazine Services, including payment methods and billing cycles, email us at support@emags.com or login to your user account for the relevant Digital Magazine Service if you have created one.
  • Free Trial Subscriptions. If you have accepted a free trial subscription,  it will be automatically renewed at the end of each subscription term at the rate(s) then in effect unless you cancel your Digital Magazine Service.  You will receive a reminder at least 7 days before the free trial subscription converts to a paid subscription. You will receive a reminder prior to each new billing period at the email address you provided. You can manage your account or cancel at any time by visiting the link in the footer of the page where you placed your order, or the link in your email receipt, or by contacting customer service. All transactions will be charged in US funds.
  • Recurring Billing. By placing an order for a Digital Magazine Service, you authorize us to charge you the subscription fee then in effect at the beginning of each billing period using your payment method. For example, you authorize us to charge your payment method the promotional rate disclosed on the subscription screen in the initial billing period (if applicable) and the regular subscription rate in subsequent billing periods. We reserve the right to change the timing of our billing, in particular, in the event your payment method has not successfully settled. If your payment method is declined for a recurring payment of your subscription fee, you will provide us a new payment method promptly or your subscription will be canceled. You acknowledge that the amount charged each billing period may vary for reasons that may include price changes or changing your subscription, and you authorize us to charge your payment method for such varying amounts each billing period.
  • Price Changes. We reserve the right to change subscription fees for Digital Magazine Services at any time. We will notify you of any changes if the regular fee for your subscription changes from what was stated at the time of your initial order. You will have an opportunity to cancel your subscription. If you do not cancel your subscription, you will be charged the new subscription fee at your next billing period.
  • Cancellations. When you cancel a Digital Magazine Service, you cancel only future charges associated with your subscription. You may notify us of your intent to cancel at any time, but the cancellation will become effective at the end of your current billing period.
  • Refunds. Unless specifically provided for in these Terms of Use, we reserve the right to issue refunds or credits for Digital Magazine Services in our sole discretion. If we issue a refund or credit, we are under no obligation to issue the same or similar refund in the future.

2.1 Order Acceptance. Each part of any order that you submit to us constitutes an offer to purchase. If you do not receive a message from EMAGS confirming receipt of your order, please contact our Customer Service department before re-entering your order. Our Company’s confirmation of receipt of your order does not constitute our Company’s acceptance of your order. Acceptance of an order only occurs (i) when the product(s) you ordered (each, a “Product”) have been shipped (if the Product is a one-time order); or (ii) when the initial Product for a subscription has been delivered (if the Product is subject to a subscription for the delivery of periodicals or other tangible goods); or (iii) when you are granted access to the paid content or resources of a Product consisting of a digital subscription or membership.

2.2 Order Issues. Although we strive to accept all valid orders, our Company reserves the right to deny any order for any reason. This may occur, for example, if: (i) we discover an error in pricing and/or other information about the Product or receive insufficient or erroneous billing, payment, and/or shipping information, or (ii) we suspect an order has been placed using stolen payment card information or otherwise appears to be fraudulent or unlawful, or (iii) the ordered Product is unavailable due to discontinuance or otherwise. We may also refuse any order that is connected with a previous payment dispute.

2.3 Restrictions on Resale. To protect the intellectual property rights of our Company and of our licensors and suppliers, and third-party servicers, any resale of Products for personal or business profit is strictly prohibited. Company reserves the right to decline any order that we deem to possess characteristics of reselling.

3. Fees and Payments

  1. EMAGS and Third Party Providers may charge Fees for Products and/or for access to any portion(s) of the Service or the Service as a whole. You agree to pay all such Fees at the rates in effect for the billing period in which such fees and charges are incurred. Unless otherwise specified on the Service, all Fees will be quoted and charged in U.S. dollars. EMAGS and Third Party Providers reserve the right to change the amount of, or the basis for determining, any Fees and to institute new Fees.
  2. Submitting credit card information, debit card information, or a bank or other payment account number, or other payment information upon registration for Products or Services at the time of purchase or otherwise, constitutes your authorization to us and our Third Party Providers of your permission to use the payment method, and constitutes your direction to us and our Third Party Providers to retain such information and to charge all Fees to such payment method.
  3. All Fees are due promptly and are non-refundable except as specifically stated herein. You must notify us about any billing problems or discrepancy within thirty (30) days after they first appear on your statement and the failure to notify us constitutes your waiver of any right to challenge or dispute such problem or discrepancy.
  4. If Fees cannot be charged to the payment method you designate, or if payment is returned to us for any reason, including charge back, we reserve the right to terminate, discontinue, suspend, and/or restrict your account/profile, your ability to access, visit and/or use the Service in whole or in part.
  5. You are responsible for obtaining and maintaining at your own expense all equipment, hardware, software, and telephone, cable, mobile, wireless, Internet and other services necessary to access, visit and/or use the Service. If you are accessing the Service via a mobile Device, your mobile carrier may charge you fees for data, text messaging, and other mobile access or communications services, and you agree that we are not responsible for those fees or interruption of access or use of the Services by others.

4. Use of the Service

  1. The Service is not intended for users under the age of 13, and such persons are expressly prohibited from using the Service, registering for any Products such as contests or surveys, making any purchases, or registering for any aspect of the Service Creating an account and registering for Products or other offerings constitutes your agreementand guarantee that you are 13 years of age or older. PARENTS: Note that parental controls (such as computer hardware, software, and filtering services) are available that may help limit access to material deemed inappropriate for minors.
  2. You agree to ensure that the Device and all equipment, hardware, software, products and/or services you use to access, visit, or use the Service does not disturb or interfere with our operation of the Service, or impede or interfere with Third Party Providers’ or other Users’ access, visitation and/or use of the Service. We reserve the right, in addition to our other remedies, and with or without advance notice to you, to immediately disconnect from the Service any Device or other equipment, hardware, software, product and/or services causing interference with us, with Third Party Providers, with the Service or with any Product or Content.
  3. If you provide to us the number for a Device, or we obtain the device identifier for a Device you are using, you agree that such Device is registered in your name and owned by you, or that you have permission of the Device owner(s) for its use.
  4. Unless otherwise specified, the Service and availability to Products is intended for your personal, non-commercial use only. You may not access and/or store the Service or any of its Content or Products except for personal, noncommercial use. You are solely responsible for all usage of the Service or Products whether by used you and by those you authorize or allow to access and use the Service. For example, by authorizing or allowing access to others to your account/profile or to any Device on which the Service resides or is accessible you are responsible for all activities and actions by those others, even if you were unaware of them.
  5. You acknowledge that you are not relying on our investigation or review of the Content available on or through the Digital Magazine Service or services linked to or accessible from this Service. You agree that we are not endorsing the Content and that we are not responsible for the Content, Products or actions of any other sites, applications, destinations or services. YOUR LINKING TO OR ACCESSING ANY OTHER SITE, APPLICATION, DESTINATION OR SERVICE IS AT YOUR SOLE RISK.
  6. The Services may contain links or references to websites operated by third parties or incorporate third-party services or products. We make no warranties or representations whatsoever regarding any third-party website or services which you may access through the Services.
  7. You must comply with all local, state, federal, provincial, national, international, and foreign laws, rules, and regulations in accessing and using the Service, and you will immediately notify us if you learn of or suspect a security breach or any illegal activity in connection with the Service or Products offered.
  8. You must not reverse engineer, decompile or otherwise interfere with or publish or make available to any third party any software, data, tools or facilities made available to you in connection with the Digital Magazine Services.
  9. You must comply with all applicable import and export control laws, rules, and regulations of the United States and other countries, and you must not transfer (by electronic transmission or otherwise) any Content or Product subject to restrictions under such laws, rules, or regulations to a site, application, destination, location, person or entity, or for an end use, prohibited thereby. You will not post, upload, transmit, send or otherwise make available any Content on or through the Service that cannot be exported without prior government authorization or notification, including without limitation certain types of encryption software.
  10. You represent, warrant and guarantee that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
  11. We will apply commercially reasonable security measures in relation to the access to and availability of the Digital Magazine Services. You confirm that the level of security provided by the proper use of the password or other credentials for your use is adequate to protect your interests.
  12. Information Sharing; Privacy Policy. We will gather and use information about your account or the Services: (i) that we believe is necessary to document or complete transactions, (ii) to investigate possible unauthorized transaction(s), (iii) to resolve errors or claims, (iv) to verify the existence and condition of the Account for a third party, such as another financial institution or merchant, or (v) to comply with government agency or court orders. In addition, to the extent permitted by law, we may disclose information to third parties; for example, to initiate transactions and for anti-fraud purposes. In addition, we may view what you view in the Digital Services order to service you and your accounts.

PLEASE REVIEW AND BE FAMILIAR WITH THE EXPECTATIONS AND AGREEMENTS CONTAINED IN OUR PRIVACY POLICY STATEMENT, AS THOSE TERMS ARE INCORPORATED INTO THIS AGREEMENT AND ARE A PART OF OUR CONDITIONS FOR USE AND ACCESS.

5. LEGAL

  1. Indemnification. You agree to indemnify us, and to defend us against and to hold us harmless from any and all Claims which may arise out of or are in any way connected with your registration, access, visitation or use of the Service, your Content, your unauthorized use of Content or Products obtained on or through the Service, any breach or alleged breach of the Agreement, or from any of your other acts or omissions in connection with the Service.
  2. Disclaimer of Warranty and Limitation of Liability.We offer the Services and to offer to permit you to have access to Products without warranties unless explicitly stated in these Terms of Use. The law requires that we explain this using specific legal language and that we use capital letters to help make sure you see it: YOU ACKNOWLEDGE THAT YOU ARE USING THE SERVICE, CONTENT AND ANY PRODUCTS AT YOUR OWN RISK. THE SERVICE, CONTENT AND PRODUCTS ARE PROVIDED “AS IS”, “WITH ALL FAULTS” AND ON AN “AS AVAILABLE” BASIS, AND WE DO NOT MAKE, AND WE HEREBY EXPRESSLY DISCLAIM, ANY AND ALL REPRESENTATIONS, WARRANTIES, COVENANTS AND GUARANTEES, WHETHER EXPRESS AND IMPLIED, CONCERNING THE SERVICES, PRODUCTS AND CONTENT. THIS INCLUDES BUT IS NOT LIMITED TO ANY WARRANTIES OF ACCURACY, RELIABILITY, TITLE, MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER WARRANTY, CONDITION, GUARANTEE OR REPRESENTATION, WHETHER ORAL, IN WRITING OR IN ELECTRONIC FORM, INCLUDING BUT NOT LIMITED TO THE ACCURACY OR COMPLETENESS OF ANY PRODUCTS, CONTENT CONTAINED THEREIN OR PROVIDED BY US, OR THE SERVICE.WE DO NOT REPRESENT, WARRANT, COVENANT OR GUARANTEE THAT ACCESS TO ANY PRODUCT, CONTENT, THE SERVICE AND/OR COMMUNICATIONS OR MESSAGING FROM OR TO US OR YOU WILL BE UNINTERRUPTED, TIMELY, OR ERROR FREE, OR THAT THERE WILL BE NO FAILURES, DELAYS, INACCURACIES, ERRORS OR OMISSIONS OR LOSS OF TRANSMITTED CONTENT OR PRODUCTS, OR THAT NO SOFTWARE DISABLING DEVICES, TIME BOMBS, VIRUSES, WORMS, BUGS, OR DEVICES OR DEFECTS OF SIMILAR NATURE WILL BE TRANSMITTED ON OR THROUGH THE SERVICE, AND WE WILL NOT BE LIABLE IN THE EVENT OF ANY SUCH OCCURRENCE. WE FURTHER DO NOT REPRESENT, WARRANT, COVENANT OR GUARANTEE THAT ALL PORTIONS OF THE SERVICE, THE SERVICE AS A WHOLE, OR ANY CONTENT OR PRODUCTS CAN BE ACCESSED VIA ALL DEVICES, OR VIA ALL CARRIERS AND SERVICE PLANS OR IS AVAILABLE IN ALL GEOGRAPHIC LOCATIONS.WE ARE NOT RESPONSIBLE FOR INCOMPLETE, INCORRECT, LOST, DELAYED, LATE, MISDIRECTED, GARBLED, DAMAGED, ILLEGIBLE, UNDELIVERABLE OR INCOMPLETELY RECEIVED PRODUCTS, CONTENT, PORTIONS OF THE SERVICE, OR COMMUNICATIONS OR MESSAGING FROM OR TO US OR YOU FOR ANY REASON, INCLUDING BY REASON OF HARDWARE, SOFTWARE, BROWSER, NETWORK, COMMUNICATIONS SYSTEM FAILURE, MALFUNCTION, DELAY, OR CONGESTION, OR ANY INCOMPATIBILITY AT OUR SERVERS OR ELSEWHERE, OR FOR ANY OTHER TECHNICAL PROBLEMS, HUMAN ERROR, ANY FORM OF ACTIVE OR PASSIVE FILTERING BY A USER’S DEVICE OR ACCESS PROVIDER, INSUFFICIENT SPACE ON USER’S DEVICE OR ACCOUNT/PROFILE, OR ANY OTHER CAUSE OR COMBINATION THEREOF.WE SHALL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTIES FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ALLEGEDLY SUSTAINED OR ARISING OUT OF THE AGREEMENT, THE SERVICE, CONTENT, THE SALE, PURCHASE, RECEIPT, USE OR MISUSE OF ANY PRODUCT, YOUR ABILITY OR INABILITY TO ACCESS, VISIT AND/OR USE THE SERVICE OR ANY CONTENT OR PRODUCT, INCLUDING DAMAGE TO YOUR DEVICE, OR FOR SOFTWARE DISABLING DEVICES, TIME BOMBS, VIRUSES, WORMS, BUGS, OR DEVICES OR DEFECTS OF SIMILAR NATURE ALLEGED TO HAVE BEEN OBTAINED FROM THE SERVICE, CONTENT OR PRODUCTS, YOUR ACCESS, VISITATION, AND/OR USE OF, OR RELIANCE ON, THE SERVICE, CONTENT OR ANY OF THE PRODUCTS AVAILABLE ON OR THROUGH THE SERVICE, REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, EVEN IF WE ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

    IN NO EVENT SHALL OUR LIABILITY TO YOU EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU DURING THE ONE MONTH PERIOD IN WHICH THE CLAIM AROSE.

    SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. THE AGREEMENT IS NOT SUBJECT TO THE LAWS OF SUCH STATES, BUT TO THE EXTENT A CLAIM IS BROUGHT THEREIN, OUR LIABILITY AND WARRANTIES ARE LIMITED TO THE EXTENT PERMITTED BY LAW. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, IN PART: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR”.

  3. Termination or Suspension
    1. We reserve the right, in addition to our other remedies, to terminate, discontinue, suspend and/or restrict the Service, your account/profile, your ability to access, visit and/or use the Service or any portion thereof (including any Product or Content), and/or the Agreement, including without limitation any of our purported obligations hereunder, for any or no reason, with or without notice. In the event of any termination or discontinuation of your account/profile, your ability to access, visit and/or use the Service or any portion thereof (including any Product or Content), and/or the Agreement, we reserve the right, in addition to our other remedies, to reassign, and/or allow another user to use, your account/profile credentials, including without limitation any password and/or User ID.
    2. Even if the Service, your ability to access, visit and/or use the Service or any portion thereof (including any Product or Content), and/or the Agreement is terminated, discontinued, suspended or restricted, by you or by us, we have no obligation to (but we may in our discretion) remove any Content, and therefore copies of all information with regard to your account/profile and/or Content you may have posted, uploaded, transmitted, sent or otherwise made available on or through the Service, may be retained and/or remain viewable by us, Third Party Providers and/or other third parties, including other users. Nevertheless, we have no obligation to retain, store, or provide you with any information with regard to your account/profile and/or Content you may have posted, uploaded, transmitted, sent or otherwise made available on or through the Service.
  4. Communications to You
    1. The communications between you and us usually use electronic means, whether you access, visit or use the Service, send us messages, or whether we post notices on the Service or communicate with you via messaging. For contractual purposes, you (a) consent to receive communications from us in electronic form; and (b) agree that all notices, documents, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. Your consent to receive communications and do business electronically, and your agreement to do so applies to all of your interactions and transactions with us.
    2. You understand and agree that joining the Service or accessing Content available on or through the Service may include receiving certain communications from us, such as transactional or relationship messages, and/or messages about your account/profile, and that these communications are considered part of your account/profile and you may not be able to opt out of receiving them without ceasing to be a registered user of the Service.

11. Procedure for Making Claims of Copyright Infringement. If you believe content posted on the Services infringes your copyright rights, please provide our Copyright Agent with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on the Services of the material that you claim is infringing; (4) your address, telephone number and email address; (5) a written statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf. Correspondence to our Copyright Agent regarding notice of claims of copyright infringement should be addressed to: Contrail Inc., 5315 N Clark St., Ste 255, Chicago, IL 60640 Attn: Copyright Agent.

13. International Users. The Services are controlled and offered by Company from its facilities in the United States of America. Our Company makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with U.S. law and are also responsible for compliance with the local law in the country in which the User is located or operates.

14. Dispute Resolution; Binding Arbitration.

14.1 Except for either party’s claims of infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret, any and all disputes between you and our Company arising under or relating in any way to this Agreement, must be resolved through binding arbitration as described in this section. This agreement to arbitrate is intended to be interpreted broadly. It includes, but is not limited to, all claims and disputes relating to your use of any of the Services, relating to the Content and relating to any Product.

14.2 YOU AGREE THAT BY ENTERING INTO THIS AGREEMENT, YOU AND EMAGS ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. YOU AND EMAGS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. ANY ARBITRATION WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED.

14.3 The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes of the American Arbitration Association (“AAA”), as modified by this section. For any claim where the total amount of the award sought is $10,000 or less, the AAA, you and the Company must abide by the following rules: (a) the arbitration shall be conducted solely based on written submissions; and (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties. If the claim exceeds $10,000, the right to a hearing will be determined by the AAA rules, and the hearing (if any) must take place in Chicago, Illinois. The arbitrator’s ruling is binding on the Parties and may be entered as a judgment in any court of competent jurisdiction. In the event this agreement to arbitrate is held unenforceable by a court, then the disputes that would otherwise have been arbitrated shall be exclusively brought in the state or federal courts located in Chicago, Illinois. Claims of infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret shall be exclusively brought in the state and federal courts located in Chicago, Illinois.

14.4 Survival of Agreement. This Arbitration Agreement will survive the termination or expiration of the Agreement or your relationship with our Company.

15. General Provisions.

15.1 Assignment. This Agreement, and your rights and obligations hereunder, may not be assigned, delegated or otherwise transferred by you without our Company’s prior written consent. Any attempted assignment, delegation, or transfer in violation of this provision will be null and void.

15.2 Force Majeure. Company shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, pandemics, endemics, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

15.3 Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Services, please contact our customer service department at support@emags.com. We will do our best to address your concerns.

15.4 Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Company agree that all claims and disputes arising out of or relating to this Agreement will be litigated exclusively in the state courts in Chicago, Illinois.

15.5 Governing Law. THIS AGREEMENT, THE ARBITRATION AGREEMENT IN SECTION 14, AND ANY ACTION RELATED TO THIS AGREEMENT OR THE ARBITRATION AGREEMENT WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF ILLINOIS, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY CONFLICT OF LAW OR OTHER PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THIS AGREEMENT.

15.6 Notice. Where the Company requires that you provide an email address, you are responsible for providing the Company with your most current email address. In the event that the last email address you provided to the Company is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by this Agreement, the Company’s dispatch of the email containing such notice will nonetheless constitute effective notice. You may give notice to the Company at the following address: 5315 N Clark St., Ste 255, Chicago, IL 60640, Attn: General Counsel. Such notice shall be deemed given when received by the Company by letter delivered by nationally recognized overnight delivery service or first-class postage prepaid mail at the above address.

15.7 Waiver. No failure or delay by Company in exercising any right, power or privilege under this Agreement will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege under this Agreement.

15.8 Severability. Subject to Section 14, if any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.

15.9 Amendments. Company reserves the right to amend this Agreement at any time. Amendments may be communicated by posting on the Website or voice and/or email channels. Amendments are effective and binding thirty (30) days after notice. All amendments are prospective and do not apply to incidents, occurrences or proceedings before the effective date of the amendment.

15.10 Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.

15.12 Entire Agreement. This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.