Checkr Pay Terms of Service
Effective Date: January 27, 2023
IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS UNLESS YOU OPT OUT, AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW. PLEASE READ CAREFULLY.
Checkr, Inc. (also referred to as “Checkr Pay,” “we,” “us,” or “our”) provides the content and services available on the checkrpay.com website (the “Site”). Checkr Pay partners with employers and companies that engage individuals for flexible work (“Customers”) to implement its payment platform for such Customer’s workers, including 1099 contractors (each a “Worker”, “you” or “your”). Except as expressly provided herein, these Terms of Service (“Terms”) contain the terms and conditions that govern your access to and use of the services, including those available on and through the Site and other websites offered by Checkr Pay, its affiliates and partners, including but not limited to using our full-service payments platform (collectively, the “Services”). Your access to, review of, and/or use of the Services is conditioned on your acceptance of and compliance with these Terms.
PLEASE NOTE: SECTION 14 OF THIS AGREEMENT GOVERNS HOW DISAGREEMENTS AND CLAIMS BETWEEN YOU AND CHECKR PAY CAN BE RESOLVED. THIS SECTION, WITH LIMITED EXCEPTION, REQUIRES YOU AND CHECKR PAY TO SUBMIT CLAIMS AGAINST EACH OTHER TO BINDING AND FINAL ARBITRATION.
You must be 18 years old in order to use the Services on our Site. By agreeing to these Terms, you represent and warrant to us: (i) that you are at least eighteen (18) years old; (ii) that you have not previously been suspended, removed or deactivated from the Services; (iii) that you are a legal resident of the United States; and (iv) that your registration and your use of the Services is in compliance with any and all applicable laws and regulations. If you are under 13 years old, this Site is not directed to children under 13 years old, and you may not provide personal information to us, make a purchase on the Site, or register on the Site.
We reserve the right, in our sole discretion, to change and revise these Terms at any time by posting the changes on the Site. Any changes are effective immediately upon posting to the Site. The most current version will be available on our website, and the Effective Date of the current version is at the top of this page. By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms, except as provided in the Arbitration and Class Action Waiver section below. We may, with or without prior notice, terminate any of the rights granted by these Terms and Conditions. We will provide you with any additional notices or choices with respect to such changes as required by applicable law.
These Terms do not govern your eligibility to work for a Customer, which is governed by your agreement with the applicable Customer. Payments are provided to you by the applicable Customer and not by Checkr Pay. If a deposit or transfer to your Account is returned or rejected by the paying financial institution for any reason, or if there is an error or mistake involving a deposit or transfer, the Bank may deduct the amount of the deposit, transfer, or error without prior notice to you. If there are insufficient funds in your account at the time, your account may become overdrawn. The applicable Customer has primary control and responsibility over the quality, timing, legality, provision, of any payments provided by Customer to you. If you have questions or concerns about the terms of the services or the decisions or conduct of a Customer, please direct such questions and concerns to the Customer. YOU HEREBY ACKNOWLEDGE AND AGREE THAT CUSTOMER, NOT CHECKR PAY, CONTROLS THE ELIGIBILITY AND TERMS UPON WHICH WORK IS PROVIDED TO YOU. YOU ACKNOWLEDGE AND AGREE THAT CHECKR PAY IS NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD CHECKR PAY LIABLE, FOR THE TERMS OF THE SERVICES OR THE DECISIONS OR CONDUCT OF A CUSTOMER.
In connection with the Services, you may receive a bank-issued card (“Card”) and deposit account (“Account”) to use payments that you may receive thereunder. We are not a bank and do not issue the Card or Account. These Terms do not apply to such Card or Account, which is governed by the agreements between you and the issuing bank (“Bank”) provided to you at the time you receive the Card (“Cardholder Agreement”) and Account (“Deposit Account Agreement”) (together, the “Bank Agreements”). The Bank Agreements provide all terms and conditions that apply with respect to your use of, and transactions with respect to, the Card and Account, including any dispute resolution. For avoidance of doubt, the Bank Agreements are agreements between you and Bank, not Checkr Pay, and in the event of any inconsistency between these Terms and the Bank Agreements, the Banks Agreements shall govern your use of the Card and Account and your relationship with Bank.
Funds that are put in your Account are eligible for FDIC insurance subject to the limits of applicable law and in accordance with the Bank Agreements. These funds will be held at Thread Bank, an FDIC-insured institution or such other institution as we may designate in a notice to you. Once there, these funds are insured by the FDIC in the event the Bank fails.
Customers, Users and Use of Services
If you use the Services on behalf of a business entity, you represent and warrant that you have the authority to bind that entity, your acceptance of the Terms will be deemed an acceptance by that entity, and “you” and “your” herein shall refer to that entity.
In the Services, you may authorize Checkr Pay and its partners to create and provide you with a Checkr Pay account. If you provide such authorization, you understand and agree that Checkr Pay will, directly or through third parties, make any inquiries we consider necessary to validate your identity and/or authenticate your identity and account information. This may include asking you for further information and/or documentation about your identity, or requiring you to take steps to confirm ownership of your email address, wireless/cellular telephone number or financial instruments, and verifying your information against third party databases or through other sources.
By accessing or using the Services, you represent and warrant you shall comply with all applicable federal and state law.
To the extent these Terms conflict with our Services Agreement, the Services Agreement governs. If you enter into an agreement with Checkr Pay providing different or additional terms regarding Checkr Pay’s Services and there is a conflict between a provision in these Terms and a provision in such agreement, the latter takes precedence with respect to the provision in conflict.
You may need to register an account with Checkr Pay in order to utilize the Services, including access to the full-service payments platform offered by Checkr Pay. You are responsible for maintaining the confidentiality of your account, username, and password and for restricting access to your computer. If there has been unauthorized use of your password or account, please notify us immediately. You are responsible for providing and maintaining current, complete, accurate and truthful information on your account. You agree to accept responsibility for all activities that occur with your permission or authorization under your account, username and/or password. If you are accessing and using the Site and Services on someone else’s behalf, you represent that you have the authority to bind that person as the principal to all Terms provided herein, and to the extent you do not have such authority you agree to be bound to these Terms and to accept liability for harm caused by any wrongful use of the Site or Services resulting from such access or use.
We reserve the right to refuse service and/or terminate accounts without prior notice if these Terms are violated or if we decide, in our sole discretion, that it would be in our best interest to do so. We will have no liability whatsoever on account of any change to the Services or any suspension or revocation of your access to or use of the Services.
You may terminate acceptance of these Terms at any time by [contacting Checkr Pay support], whereupon (and without notice from Checkr Pay) any rights granted to you herein will automatically terminate.
Intellectual Property and Limited License
All intellectual property rights in connection with the Site and Services shall be owned by Checkr Pay absolutely and in their entirety. These rights include database rights, patents, copyrights, trademarks (whether registered or unregistered), trade dresses, trade secrets, design rights (whether registered or unregistered) know-how, mask works, moral rights, and all similar rights that may exist now or later in any jurisdiction, including without limitation any applications and registrations for the foregoing, and the Checkr Pay name, logos, designs, domain names, graphics, icons, scripts, service marks, features, functions, text, graphics, button icons, scripts, service marks, images, software, data compilations and other distinctive brand features, and the compilation and organization thereof (collectively, “Intellectual Property Rights”).
All such Intellectual Property Rights are and will remain the exclusive property of Checkr Pay and its subsidiaries, affiliates, partners and licensors, and are protected by United States and international laws, including laws governing copyrights and trademarks. And except as explicitly provided herein, or as required under applicable law, nothing in these Terms gives you a right to use the Intellectual Property Rights, and neither the Services nor any portion of the Site may be used reproduced, duplicated, copied, sold, resold, accessed, modified, or otherwise exploited, in whole or in part, for any purpose without our express, prior written consent.
Subject to these Terms, Checkr Pay grants you a worldwide, limited, revocable, non-exclusive license to access and use the Site and Services as they are provided to you by Checkr Pay for your personal, non-commercial use only. The License is non-transferable and non-assignable, and you shall not grant to any third party any right, permission, license or sublicense with respect to any of the rights granted hereunder without Checkr Pay’s prior written permission, which it may withhold in its sole discretion. You acknowledge that Checkr Pay is the owner and licensor of the Intellectual Property Rights and that your use of the Intellectual Property Rights confers no additional interest in or ownership of the Intellectual Property Rights.
Please be advised that all aspects of the Services are subject to change or termination at Checkr Pay’s sole discretion. Violation of any provision of this License may result in immediate termination of the License, in Checkr Pay’s sole discretion.
Copyright Infringement Notices
We respect the intellectual property of others and require that Customers and Users of the Site do the same. We also maintain a policy that provides for the termination in appropriate circumstances of the Site’s use of privileges of users who are repeat infringers of intellectual property rights. Consistent with the Digital Millennium Copyright Act, if you believe that copyrighted materials have been copied in a way that constitutes copyright infringement, please send an e-mail or written notice to our Designated Agent for notices of infringement and provide the following:
A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright interest that you claim is infringed;
Identification of the copyrighted work(s) that you claim has been infringed;
A description of the material that you claim is infringing and the location of that material on the Site;
Your address, telephone number and email address;
A statement by you that you have a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
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 authorized to act on the copyright owner’s behalf.
Our Designated Agent for notice for claims of copyright infringement is InCorp Services, Inc., 5716 Corsa Ave Suite 110 Westlake Village, CA 91362-7354; Phone at (800) 246-267; Email at firstname.lastname@example.org.
We may, in our sole discretion, permit you to post, upload, publish, submit or transmit content through the Services (“User Content”). You hereby grant Checkr Pay a perpetual, worldwide, irrevocable, unrestricted, non-exclusive, royalty-free license to use, copy, license, sublicense, display, adapt, distribute, display, publicly perform, reproduce, transmit, modify, edit and otherwise exploit such User Content throughout the world to provide the Services and for the purposes for which you submit such User Content. You acknowledge and agree that you are solely responsible for all User Content that you submit through the Services.
You represent and warrant that you either are the sole and exclusive owner of all User Content that you submit or you control all rights, licenses, consents and releases that are necessary to grant to Checkr Pay the rights in such User Content, as contemplated under these Terms. You agree not to engage in or assist or encourage others to engage in transmitting, uploading, posting, publicizing, submitting, e-mailing, sharing, distributing, reproducing, or otherwise making available User Content (or any portion thereof) that (a) is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable; (b) you do not have a right to make available under any law or under contractual or fiduciary relationships; (c) is known by you to be false, fraudulent, inaccurate or misleading; (d) you were compensated for or granted any consideration for by any third party; or (e) will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
Checkr Pay is in no way responsible for examining or evaluating User Content, nor does Checkr Pay assume any responsibility or liability for the User Content. Checkr Pay does not endorse or control the User Content transmitted or posted on the Site or through the Services, and therefore, Checkr Pay does not guarantee the accuracy, integrity or quality of User Content. You understand that by using the Site and Services, you may be exposed to User Content that is offensive, indecent or objectionable to you. Under no circumstances will Checkr Pay be liable in any way for any User Content, including without limitation, for any errors or omissions in any User Content, or for any loss or damage of any kind incurred by you as a result of the use of any User Content transmitted, uploaded, posted, e-mailed or otherwise made available via the Site. You hereby waive all rights to any claims against Checkr Pay—including but not limited to any alleged or actual infringements of any proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution—in connection with User Content.
You acknowledge that Checkr Pay has the right (but not the obligation) to refuse to post or remove any User Content and Checkr Pay reserves the right to change, condense or delete any User Content. Without limiting the generality of the foregoing or any other provision of these Terms, Checkr Pay has the right to remove any User Content that violates these Terms or is otherwise objectionable and Checkr Pay reserves the right to refuse service and/or terminate accounts without prior notice for any users who violate these Terms or infringe the rights of others.
You represent and warrant that you will not do or attempt to do or cause any third party to do or attempt to do any of the following in connection with your use of the Site or Services:
use, or attempt to use, the Site or Services for unauthorized purposes;
use the Site or Services for the benefit of any third party without Checkr Pay’s prior written permission;
(i) copy, distribute, rent, lease, lend, sublicense or transfer the Services, or make the Services available to any third party, including your affiliates, parents or subsidiaries, without Checkr Pay’s express prior written consent; (ii) modify, decompile, reverse engineer, or disassemble the Site or Services or otherwise attempt to discover any underlying source code, ideas, algorithms, file formats or programming interfaces; (iii) create derivative works based on the Services; (iv) modify, remove, or obscure any copyright, trademark, patent or other notices or legends that appear on the Services; or (v) use the Services to develop a competitive product offering;
use any meta tags, “hidden text,” agents, robots, scripts, spiders, crawlers or other tools or means, whether manual or automated, to collect, scrape, index, mine, republish, redistribute, transmit, sell, license, download, access or manage the Services, Site (except caching or as necessary to view the Site), or the personal information of others without Checkr Pay’s prior written permission or authorization;
access the Site or Services for improper, illegal, or unauthorized purposes;
misrepresent yourself, your identity, or information about you;
take any action that (i) may unreasonably encumber the Services’ infrastructure; (ii) bypasses measures that are used to prevent or restrict access to the Services; (iii) circumvents, disables, or otherwise interferes with security features of the Services; (iv) distribute, transmit, upload, post, e-mail, share, distribute, reproduce, or otherwise make available any software viruses, malware, program, code, file, or other technology or material intended to interrupt, disrupt, alter, destroy, or limit any part of the Site or Services, or that may harm Customers or Users; or (v) use the Site or Services in a way that violates any of the Intellectual Property Rights, or other rights of any third party, including privacy or publicity rights, or take any action that would jeopardize or impair Checkr Pay’s rights as owner of the Intellectual Property Rights or the legality and/or enforceability of the Intellectual Property Rights, including challenging or opposing Checkr Pay’s ownership in the Intellectual Property Rights;
use the Site or Services for any reason not explicitly authorized by these Terms;
frame or utilize framing techniques to enclose the Site or any portion thereof;
intentionally violate any applicable local, state, national, or international law; and/or
attempt to indirectly undertake any of the foregoing.
By sending us any feedback, comments, questions, or suggestions concerning Checkr Pay or our Services (collectively, “Feedback”), you represent and warrant (a) that you have the right to disclose the Feedback, (b) that the Feedback does not violate the rights of any other person or entity, and (c) that your Feedback does not contain the confidential or proprietary information of any third party or parties. By sending us any Feedback, you further (i) agree that we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (ii) acknowledge that we may have something similar to the Feedback already under consideration or in development, (iii) grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and (iv) irrevocably waive, and cause to be waived, against Checkr Pay and its users any claims and assertions of any moral rights contained in such Feedback. This Feedback section shall survive any termination of the Services.
Accuracy of Information
We attempt to be as accurate as possible when describing our Services on the Site; however, we do not warrant that the content available on the Site is accurate, complete, reliable, current, or error-free. This Site may contain typographical errors or inaccuracies and may not be complete or current. We therefore reserve the right to correct any errors, inaccuracies, or omissions, and to change or update information at any time without prior notice.
Warranties and Disclaimers
Each party represents and warrants to the other party that: (i) it has the full power and authority to enter into the terms and conditions of these Terms; and (ii) the Terms constitute a legal, valid and binding obligation.
DISCLAIMER. YOU ACKNOWLEDGE THAT THE SITE AND ITS CONTENT AND SERVICES ARE PRESENTED “AS IS.” CHECKR PAY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE, OR IMPLIED WARRANTIES ARISING FROM THE COURSE OF DEALING OR A COURSE OF PERFORMANCE IN CONNECTION WITH THESE SITE TERMS OR THE SITE OR ITS CONTENT OR SERVICES. CHECKR PAY EXPRESSLY DISCLAIMS ANY AND ALL SUCH REPRESENTATIONS AND WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, CHECKR PAY EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR PERFORMANCE. CHECKR PAY AND ITS SUPPLIERS, LICENSORS, PARTNERS AND SERVICE PROVIDERS DO NOT WARRANT THAT THE FUNCTIONALITY AND INFORMATION PROVIDED BY THE SERVICES WILL BE CORRECT, UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS WILL BE CORRECTED.
You agree to defend, indemnify and hold Checkr Pay, and its subsidiaries, affiliates, partners, licensors, directors, officers, employees, and agents (the “Indemnified Parties”) harmless for any damages, losses, judgments, costs, or expenses, including reasonable attorneys’ fees, arising from any third party claim, action, or demand (collectively “Claims”) arising out of or relating to: (a) your use of the Site, Services or User Content in violation of any law, rule, regulation, or your breach of any covenants, representations or warranties of these Terms; (b) any part of your User Content; or (c) your willful or malicious conduct relating to any violation described in this section. You also agree to indemnify the Indemnified Parties for any loss, damages, or costs, including reasonable attorneys’ fees, resulting from your use of software robots, spiders, crawlers, or similar data gathering and extraction tools, or any other action you take that imposes an unreasonable burden or load on our infrastructure.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, CHECKR PAY AND ITS SUBSIDIARIES, AFFILIATES, PARTNERS, LICENSORS, DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS WILL NOT BE RESPONSIBLE OR LIABLE IN CONTRACT, WARRANTY OR IN TORT (INCLUDING NEGLIGENCE) FOR ANY (a) INTERRUPTION OF SERVICES; (b) ACCESS DELAYS OR ACCESS INTERRUPTIONS TO THE SITE; (c) DATA NON-DELIVERY, MISDELIVERY, CORRUPTION, DESTRUCTION, OR OTHER MODIFICATION; (d) LOSS OR DAMAGES OF ANY SORT INCURRED AS A RESULT OF DEALINGS WITH OR THE PRESENCE OF OFF-WEBSITE LINKS ON THE SITE; (e) COMPUTER VIRUSES, SYSTEM FAILURES, OR MALFUNCTIONS WHICH MAY OCCUR IN CONNECTION WITH YOUR USE OF THE SITE OR SERVICES; (f) ANY INACCURACIES, ERRORS OR OMISSIONS IN CONTENT OR (g) EVENTS BEYOND OUR REASONABLE CONTROL.
FURTHER, CHECKR PAY WILL NOT BE LIABLE IN CONTRACT, WARRANTY, OR IN TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY FOR ANY INDIRECT, PUNITIVE, SPECIAL, RELIANCE, INCIDENTAL, CONSEQUENTIAL OR SIMILAR DAMAGES OF ANY KIND (INCLUDING LOSS OF REVENUE OR PROFITS) ARISING OUT OF OR RELATING TO THESE TERMS, THE SITE OR YOUR USE THEREOF, INCLUDING THE USE OR INABILITY TO USE THE SERVICES, OR FOR ANY INFORMATION OBTAINED FROM OR THROUGH THE SERVICES, EVEN IF CHECKR PAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND IN NO EVENT EXCEED THE AMOUNT PAID TO CHECKR PAY OR ITS PARTNERS UNDER THIS AGREEMENT DURING THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE INITIATION OF ANY CLAIM FOR DAMAGES.
THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY FULLY TO RESIDENTS OF NEW JERSEY. IF ANY PORTION OF THIS SECTION IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.
Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.
Arbitration and Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS AND GOVERNS HOW YOU AND CHECKR PAY CAN BRING CLAIMS AGAINST EACH OTHER. THIS SECTION WILL, WITH LIMITED EXCEPTION, REQUIRE YOU AND CHECKR PAY TO SUBMIT CLAIMS AGAINST EACH OTHER TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, GROUP OR REPRESENTATIVE ACTION IN COURT.
Agreement to Arbitrate
In exchange for the benefits of the speedy, economical, and impartial dispute resolution procedure of arbitration, You and Checkr Pay mutually agree to give up our right to resolve disagreements in a court of law by a judge or jury, and, as described below, agree to binding and final arbitration pursuant to the Federal Arbitration Act, 9 U.S.C. § 1, et seq.
You and Checkr Pay agree that this arbitration agreement is governed by the Federal Arbitration Act, and shall survive even after these Terms or any Services terminate.
Claims Covered by Arbitration
Other than the exceptions in Section 14.D, You and Checkr Pay agree that any disagreement, claim, or controversy arising out of or relating in any way to these Terms (including its enforcement, breach, performance, interpretation, validity, or termination), or Your access to and/or use of the Services, or the provision of content, services, and/or technology on or through the Services (hereinafter, “Claims”), shall be resolved by final and binding arbitration to the fullest extent allowed by law.
Delegation to Arbitrator
If there is a disagreement about the arbitrability of any Claim (including questions about the scope, applicability, interpretation, validity, and enforceability of this arbitration agreement), You and Checkr Pay agree that this threshold disagreement shall be delegated to the arbitrator (not a court) and that the arbitrator shall have initial authority to resolve such threshold disagreements.
Claims Not Covered by Arbitration
This arbitration agreement shall not require arbitration of the following types of claims: (1) small claims actions demanding $10,000 or less brought on an individual basis and within a small claims court’s jurisdiction; and (2) applications for provisional remedies, preliminary injunctions, and temporary restraining orders, including those relating to actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
Class Action Waiver
Except as otherwise required under applicable law, You and Checkr Pay agree to bring and resolve any Claims only on an individual basis, and not as a named-plaintiff or class member in any class or representative proceeding. You and Checkr Pay acknowledge and agree that we are each waiving the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, or any other representative proceeding as to all Claims (hereinafter, “Class Action Waiver”). Further, the arbitrator may not consolidate more than one party’s claims and may not preside over any class, consolidated, or representative proceeding, unless you and Checkr Pay agree otherwise in writing.
Notwithstanding any other provision of this arbitration agreement or the AAA Rules, specific disagreements about the scope, applicability, enforceability, revocability or validity of this Class Action Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. If there is a final determination that the Class Action Waiver is unenforceable as to certain claims brought on a class or representative basis, then those claims shall be severed from any remaining claims and may proceed in court, but the Class Action Waiver shall be enforced in arbitration on an individual basis as to any remaining claims to the fullest extent possible.
Arbitration Rules, Procedures, and Costs
You and Checkr Pay agree that the arbitration shall be administered by the American Arbitration Association (“AAA”) before a single arbitrator mutually agreed upon by the parties, and if the parties cannot agree within thirty (30) days after names of potential arbitrators have been proposed, then by a single arbitrator who is chosen by the AAA. The arbitrator will apply the terms of this arbitration agreement and the applicable AAA rules, which are available at www.adr.org or by calling 1–800–778–7879. If You are an individual person, the arbitrator shall apply the AAA Consumer Arbitration Rules. If You are not an individual person, but are an entity or company, the arbitrator shall apply the AAA Commercial Arbitration Rules.
If You are an individual person and bring a claim solely for monetary relief of $10,000 or less: Checkr Pay will agree to pay for any filing, administrative, or hearing fees charged by the AAA. If the arbitrator finds that the substance of Your claim or the relief sought is frivolous or brought for an improper purpose, however, then the allocation of fees will be governed by the AAA Consumer Arbitration Rules.
If You are an individual person and bring a claim for monetary relief exceeding $10,000: The AAA Consumer Arbitration Rules will govern payment of administrative or hearing fees charged by the AAA, including limiting Your filing fee to $200. In addition, fee waivers or other forms of cost relief at the arbitrator’s discretion may be available. If the arbitrator finds that the substance of Your claim or the relief sought is frivolous or brought for an improper purpose, however, then the allocation of fees will be governed by the AAA Consumer Arbitration Rules.
If You are not an individual person: The AAA Commercial Arbitration Rules will govern payment of administrative or hearing fees charged by the AAA.
The arbitrator shall have the power to decide any motions, including dispositive or summary judgment motions, brought by any party to the arbitration. The arbitrator may grant any remedy, relief, or outcome that the parties could have received in court to resolve the party’s individual claim, including awards of attorney’s fees and costs, in accordance with the law or laws that apply to the Claim. The arbitrator shall provide in writing to the parties the basis for any award or decision. Judgment upon any award rendered in such arbitration will be binding and may be entered in any court with proper jurisdiction.
Except for the Class Action Waiver in Section 14.E, if any clause within this arbitration agreement is found to be illegal or unenforceable, that specific clause will be severed from this arbitration agreement, and the remainder of the arbitration agreement will be given full force and effect.
If you are an individual person, You have the right to opt-out and not be bound by this arbitration agreement by sending written notice to Checkr Pay—clearly indicating your intent to opt out of this arbitration agreement and including the name, phone number, and email address associated with Your account—via email (email@example.com) or U.S. Mail (Checkr Pay, Legal Department, 1 Montgomery Street, Suite 2000, San Francisco, CA 94104). Your opt-out notice must be sent within 30 days of Your agreement to these Terms.
If You do not opt-out of this arbitration agreement within the 30-day period, You and Checkr Pay shall be bound by the terms of this arbitration agreement in full. If You opt-out of this arbitration agreement within the 30-day period, it will not affect any other, previous, or future arbitration agreements that You may have with Checkr Pay.
Pre-Arbitration Notification and Negotiation Process
Prior to initiating an arbitration, You and Checkr Pay each agree to first attempt to negotiate an informal resolution of any Claims covered in Section 14.B. This pre-arbitration negotiation shall be initiated by providing written notice to the other party—including a brief written statement describing the name, address, and contact information of the notifying party, the facts giving rise to the Claim, and the relief requested. You must send such written notice to Checkr Pay via email (firstname.lastname@example.org) or U.S. Mail (Checkr Pay, Legal Department, 1 Montgomery Street, Suite 2000, San Francisco, CA 94104); Checkr Pay will send such written notice to the email address You have provided to Checkr Pay.
During this pre-arbitration negotiation, all offers, promises, conduct and statements, whether oral or written, made in the course of the negotiation by any of the parties, their agents, employees, and attorneys are confidential, privileged and inadmissible for any purpose, including as evidence of liability, in arbitration or other proceeding involving the parties.
After a good faith effort to negotiate, if You or Checkr Pay believe a Claim covered in Section 14.B cannot be resolved informally, the party intending to pursue arbitration agrees to notify the other party via email prior to initiating the arbitration. In order to initiate arbitration, a claim must be filed with the AAA and the written Demand for Arbitration (available at www.adr.org) must be provided to the other party, as specified in the AAA Rules.
You expressly relieve Checkr Pay from any and all liability arising from your use of any third-party website, service, or content. You acknowledge and agree that Checkr Pay is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. You should carefully review the privacy policies and terms and conditions of the third party websites you visit.
Except for Section 14, which is governed by the Federal Arbitration Act, these Terms are governed by the laws of the State of California without regard to choice of law rules or principles. The choice of law provision is only intended to specify the use of California law to interpret these Terms and is not intended to create and substantive right to non-Californians to assert claims under California law whether by statute, common law, or otherwise.
You may not assign any of your rights or obligations under these Terms without the prior written consent of Checkr Pay. Subject to the foregoing, these Terms inure to the benefit of and is binding on the parties’ permitted assignees, transferees and successors. Any attempted assignment in violation of this clause is void.
You acknowledge and agree that these Terms constitute the parties’ complete and exclusive agreement concerning the use of the Site and Services, and supersede and govern any and all prior or contemporaneous proposals, agreements, or other communications relating to the Site and Services.
Checkr Pay will not be responsible for any failure or delay in its performance under this Agreement due to causes beyond its reasonable control, including, but not limited to, labor disputes, strikes, lockouts, internet or telecommunications failures, shortages of or inability to obtain labor, energy, or supplies, war, terrorism, riot, acts of God or governmental action, acts by hackers or other malicious third parties and problems with the Internet generally, and such performance shall be excused to the extent that it is prevented or delayed by reason of any of the foregoing.
The parties are independent contractors. Nothing contained in these Terms shall be construed as creating any employment, agency, partnership, franchise, joint venture, or other form of joint enterprise or authority to bind the other party. There are no third-party beneficiaries to these Terms. If any provision is found unenforceable, it and any related provisions will be interpreted to best accomplish the unenforceable provisions essential purpose. Any waiver of a provision of these Terms will only be valid if provided in writing and applies only to the specific occurrence so waived. Failure to enforce any provision will not constitute a waiver. Nothing in these Terms will limit a party’s ability to seek equitable relief. Section headings are not to be used in the interpretation hereof. The following Sections survive any expiration or termination of these Terms: 2-3, 5, and 8-13.
Notices and Consent to Receive Notices Electronically
You consent to receive any agreements, notices, disclosures and other communications (collectively, “Notices”) to which these Terms refer from us electronically including without limitation by e-mail or by posting notices on this Site. You agree that all Notices that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Unless otherwise specified in these Terms, all notices under these Terms will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or email; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service.
Written notice may be sent via first-class mail to CHECKR PAY LEGAL DEPARTMENT, 1 MONTGOMERY STREET, SUITE 2000, SAN FRANCISCO, CA 94104 or via e-mail to email@example.com. You agree that we may send notices to you regarding your use of the Site by means of electronic mail, a general notice posted on the Site, or by written communication delivered either by overnight courier or U.S. mail to your email or mailing address as appearing in our records from time to time.