To be clear up front, we want you to know that these terms of service constitute a legally binding agreement (the "Agreement") between you and Hi Counselor, LLC ("Hi Counselor," "we," "us" or "our") governing your use of the Hi Counselor application, website, and platform (collectively, the "Hi Counselor Platform").
PLEASE BE ADVISED THAT THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS YOU AND HI COUNSELOR HAVE AGAINST EACH OTHER CAN BE BROUGHT (SEE BELOW). THESE PROVISIONS WILL, WITH FEW EXCEPTIONS, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST HI COUNSELOR TO ARBITRATION ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, GROUP OR REPRESENTATIVE ACTION OR PROCEEDING.
In the event Hi Counselor modifies the terms and conditions of this Agreement, such modifications shall be binding on you only upon your acceptance of the modified Agreement. Hi Counselor reserves the right to modify any information referenced in the hyperlinks from this Agreement from time to time, and such modifications shall become effective upon posting. Continued use of the Hi Counselor Platform after any such changes shall constitute your consent to such changes. Unless material changes are made to the arbitration provisions herein, you agree that modification of this Agreement does not create a renewed opportunity to opt out of arbitration (as applicable).
Hi Counselor provides a digital platform where Job Seekers can connect with Counselors working at their dream company who provide mentorship and training. To facilitate Job Seekers in cracking their own dream job, Hi Counselor provides an opportunity to obtain directly from Counselors, through phone and email consultation, career counseling, resume optimization, cover letter boost, and LinkedIn profile upgrade, and by phone, mock interviews, and by video consultation, a full training course to assist in the dream job search.
While connecting people with a common interest, Hi Counselor does not control or verify the quality, relevance, reliability or accuracy of the advice a Counselor provides, determine whether a Counselor is qualified to provide certain advice or correctly categorizes her or himself for any type of advice sought by a Job Seeker. Hi Counselor does not verify the accuracy of any postings on the Hi Counselor Platform or any communications between Counselor and Job Seeker. This screening process is left to the Counselor and Job Seeker themselves and independent individuals. Any concern regarding a workplace conflict of interest involving use of the Hi Counselor Platform should be directed to Hi Counselor's employer, not Hi Counselor.
Counselor understands and agrees that Counselor serves as an independent contractor controlling all aspects of the services he or she provides. Counselor is not an employee of Hi Counselor. It is the individual Counselor (not Hi Counselor) who control the manner and means by which a Counselor provides services to Job Seekers. Hi Counselor has no involvement in the substance of any transactions between Job Seekers and Counselors. Counselor represents and acknowledges that she or he performs a service outside the usual business of Hi Counselor and agrees that the Counselor is customarily engaged in an independently established occupation of the same nature as the services Counselor provides.
Hi Counselor receives 20% of every consultation fee paid by a Job Seeker through the Hi Counselor Platform, and the 80% balance will go to the Counselor selected by a Job Seeker. For example, if a Counselor charges a Job Seeker $50 for a phone consultation, Hi Counselor will receive 20% of the total fee of $50 ($10) and the Counselor will receive the balance ($40) once the consultation is successfully completed. In order to receive a payment from a Job Seeker through the Hi Counselor Platform, Counselor must complete a session with Job Seeker and record that completion through the Platform. The fee agreed upon between Counselor and Job Seeker will be released by the Hi Counselor Platform at that time. Counselor understands and agrees that Counselor serves as an independent contractor controlling all aspects of the services he or she provides. Counselor is not an employee of Hi Counselor. It is the individual Counselor (not Hi Counselor) who control the manner and means by which a Counselor provides services to Job Seekers. Hi Counselor has no involvement in the substance of any transactions between Job Seekers and Counselors. Counselor represents and acknowledges that she or he performs a service that is outside the business of Hi Counselor and agrees that the Counselor is customarily engaged in an independently established occupation of the same nature as the services Counselor provides.
In offering his or her own services, Counselor agrees to provide a correct, current and accurate representation of his or her background and any other information maintained on the Hi Counselor Platform. Counselor is fully responsible and solely liable for all conduct, services, advice, postings and transmissions that are made on the Platform using his or her Hi Counselor account, user name and password.
Counselor will be solely responsible for the services provided to Job Seekers and for the verification of a Job Seeker's identity and other information provided by a Job Seeker. Hi Counselor cannot and will not make any effort to verify the identity of any Job Seekers.
All interactions between Counselor and Job Seeker will be billed through Hi Counselor regardless if the interaction is online or offline. Counselor agrees to abide by the pricing terms that he or she has agreed on in advance with Job Seekers while utilizing the Hi Counselor Platform.
By entering into this Agreement or using the Platform, you agree to receive communications from us, including via e-mail, text message, calls, and push notifications. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. Communications from Hi Counselors and/or Counselors, may include but are not limited to: operational communications concerning your Counselor user account or use of the Hi Counselor Platform, updates concerning new and existing features on the Hi Counselor Platform and news concerning Hi Counselor developments. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send.
IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF. IF YOU WISH TO OPT OUT OF PROMOTIONAL CALLS OR TEXTS, YOU MAY TEXT "END" FROM THE MOBILE DEVICE RECEIVING THE MESSAGES. YOU ACKNOWLEDGE THAT YOU ARE NOT REQUIRED TO CONSENT TO RECEIVE PROMOTIONAL TEXTS OR CALLS AS A CONDITION OF USING THE HI COUNSELOR PLATFORM. IF YOU WISH TO OPT OUT OF ALL TEXTS OR CALLS FROM HI COUNSELOR (INCLUDING OPERATIONAL OR TRANSACTIONAL TEXTS OR CALLS), YOU CAN TEXT THE WORD "STOPALL" FROM THE MOBILE DEVICE RECEIVING THE MESSAGES, HOWEVER YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL TEXTS MAY IMPACT YOUR USE OF THE HI COUNSELOR PLATFORM.
You may be able to create or log-in to your Counselor account through online accounts you may have with third party social networking sites (each such account, an "SNS Account"). By connecting to Hi Counselor through an SNS Account, you understand that Hi Counselor may access, store, and make available any SNS Account content according to the permission settings of your SNS Account (e.g., friends, mutual friends, contacts or following/followed lists (the "SNS Content")). You understand that SNS Content may be available on and through the Hi Counselor Platform to Job Seekers and other Counselors. Unless otherwise specified in this Agreement, all SNS Content, if any, shall be considered to be your Information.
The Hi Counselor Platform may only be used by individuals who can form legally binding contracts under applicable law. The Hi Counselor Platform is not available to persons under the age of 18, individuals residing in New Mexico, Hawaii, West Virginia or South Dakota, or Counselors who have had their Counselor account temporarily or permanently deactivated. By becoming a Counselor, you represent and warrant that you are at least 18 years old and that you have the right, authority and capacity to enter into and abide by the terms and conditions of this Agreement. You may not allow other persons to use your Counselor account, and you agree that you are the sole authorized user of your account.
You may use Hi Counselor free of charge. Hi Counselor also offers paid features such as counseling services. Applicable fees are listed on individual Counselor profiles. You are responsible for all fees and taxes associated with your use of paid services. If you select paid features, you agree to pay Hi Counselor all applicable fees and taxes and authorize Hi Counselor to charge your chosen payment method. At any time, Hi Counselor is free to change our fees.
When submitting a request to a Counselor for paid counseling services, you will be asked to provide your payment method and details. Hi Counselor may seek authorization of your selected payment method to verify the payment method, ensure the feature cost will be covered, and protect against unauthorized behavior. The authorization is not a charge, however, it may reduce your available credit by the authorization amount until your bank's next processing cycle. Should the amount of our authorization exceed the total funds on deposit in your account, you may be subject to overdraft of NSF charges by the bank issuing your debit or prepaid card. We cannot be held responsible for these charges and are unable to assist you in recovering them from your issuing bank.
If the Counselor accepts your engagement request, your payment method is charged for the entire amount due at that time. Whether the counseling services are two days or two months away, Hi Counselor holds payment until the Counselor's marks the appointment completed (in the case of a phone conversation or a training course) or submits answers (in the case of an email consultation) to a Job Seeker is submitted before releasing the funds. If your counseling services request is retracted, declined, or expires, Hi Counselor does not complete the charge and any authorization is released.
In case of any issue with Counselor or If you believe you should receive a refund because Hi Counselor made an error, please contact us at firstname.lastname@example.org.
With respect to your use of the Hi Counselor Platform, you agree that you will not:
This Agreement is effective upon your creation of a Counselor account. This Agreement may be terminated: a) by Counselor, without cause, upon seven (7) days' prior written notice to Hi Counselor; or b) by either Party immediately, without notice, upon the other Party's material breach of this Agreement. For all breaches of this Agreement, you will be provided notice and an opportunity to cure the breach. If the breach is cured in a timely manner and to Hi Counselor's satisfaction, this Agreement will not be permanently terminated. Sections of this Agreement that follow shall survive any termination or expiration of this Agreement.
All intellectual property rights in the Hi Counselor Platform shall be owned by Hi Counselor absolutely and in their entirety. These rights include database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of the same. All other trademarks, logos, service marks, company or product names set forth in the Hi Counselor Platform are the property of their respective owners. You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information ("Submissions") provided by you to us are non-confidential and shall become the sole property of Hi Counselor. Hi Counselor shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
HI COUNSELOR and other Hi Counselor logos, designs, graphics, icons, scripts and service names are registered trademarks, trademarks or trade dress of Hi Counselor in the United States and/or other countries (collectively, the "Hi Counselor Marks"). The Hi Counselor Marks may not be used in any manner that is likely to cause confusion.
You agree that you will not: (1) create any materials that use the Hi Counselor Marks or any derivatives of the Hi Counselor Marks as a trademark, service mark, trade name or trade dress, other than as expressly approved by Hi Counselor in writing; (2) use the Hi Counselor Marks in any way that tends to impair their validity as proprietary trademarks, service marks, trade names or trade dress, or use the Hi Counselor Marks other than in accordance with the terms, conditions and restrictions herein; (3) take any other action that would jeopardize or impair Hi Counselor's rights as owner of the Hi Counselor Marks or the legality and/or enforceability of the Hi Counselor Marks, including, challenging or opposing Hi Counselor's ownership in the Hi Counselor Marks; (4) apply for trademark registration or renewal of trademark registration of any of the Hi Counselor Marks, any derivative of the Hi Counselor Marks, any combination of the Hi Counselor Marks and any other name, or any trademark, service mark, trade name, symbol or word which is similar to the Hi Counselor Marks; (5) use the Hi Counselor Marks on or in connection with any product, service or activity that is in violation of any law, statute, government regulation or standard.
If you choose to submit a video to Hi Counselor, you grant Hi Counselor non-revocable permission to use, reproduce, edit, broadcast and distribute all Hi Counselor-related videos that you directly or indirectly created for any purpose on a Company website, web application, streaming service, or social media channel. You agree that Hi Counselor will be the exclusive owner of all rights (including copyrights) related to the videos. You waive the right to approve the use of the finished videos and to receive any compensation for their use, and hold harmless, release and discharge Hi Counselor from any claim for invasion of privacy rights or copyright infringement relating to the taking or production of the videos.
Hi Counselor respects the intellectual property of others, and expects Users to do the same. If you believe, in good faith, that any materials on the Hi Counselor Platform or Services infringe upon your copyrights, please contact us at email@example.com for information on how to make a copyright complaint.
You will defend, indemnify, and hold Hi Counselor including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective members, employees, agents, or investors harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of your use of the Hi Counselor Platform, including: (1) your breach of this Agreement or the documents it incorporates by reference; (2) your violation of any law or the rights of a third party, including, Job Seekers and others, as a result of your own interaction with such third party; (3) any allegation that any information that you submit to use or transmit through the Hi Counselor Platform or to us infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; (4) any other activities in connection with the Hi Counselor Platform. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person.
IN NO EVENT WILL HI COUNSELOR, INCLUDING OUR AFFILIATES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR RESPECTIVE MEMBERS, EMPLOYEES, AGENTS, OR INVESTORS (COLLECTIVELY "HI COUNSELOR" FOR PURPOSES OF THIS SECTION), BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE HI COUNSELOR PLATFORM, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE HI COUNSELOR PLATFORM, THE SERVICES, OR THIS AGREEMENT, HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE HI COUNSELOR PLATFORM MAY BE USED BY YOU TO REQUEST AND SCHEDULE SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT HI COUNSELOR HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT. CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
The following disclaimers are made on behalf of Hi Counselor, our affiliates, subsidiaries, parents, successors and assigns, and each of our respective members, employees, agents, and investors.
Hi Counselor does not provide career counseling services, and Hi Counselor is not a recruiting service. It is up to the Counselor to decide whether or not to offer a counseling to a Job Seeker contacted through the Hi Counselor Platform, and it is up to the Job Seeker to decide whether or not to accept counseling from any Counselor contacted through the Hi Counselor Platform. We cannot ensure that a Counselor or Job Seeker will complete arranged counseling services. We have no control over the quality or safety of the counseling that occurs.
The Hi Counselor Platform is provided on an "as is" basis and without any warranty or condition, express, implied or statutory. We do not guarantee and do not promise any specific results from use of the Hi Counselor Platform, including the ability to provide or receive counseling for any particular employer or position. To the fullest extent permitted by law, we specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.
We do not warrant that your use of the Hi Counselor Platform will be accurate, complete, reliable, current, secure, uninterrupted, always available, or error-free, or will meet your requirements, that any defects in the Hi Counselor Platform will be corrected, or that the Hi Counselor Platform is free of viruses or other harmful components. We disclaim liability for, and no warranty is made with respect to, connectivity and availability of the Hi Counselor Platform.
We cannot guarantee that each Counselor or Job Seeker is who he or she claims to be. Please use common sense when using the Hi Counselor Platform. Please note that there are always risks of dealing with underage persons or people acting under false pretense, and we do not accept responsibility or liability for any content, communication or other use or access of the Hi Counselor Platform by persons under the age of 18 in violation of this Agreement. We encourage you to communicate directly with each potential Job Seeker or Counselor prior to engaging in an arranged service.
Hi Counselor is not responsible for the conduct, whether online or offline, of any user of the Hi Counselor Platform. You are solely responsible for your interactions with other users. By using the Hi Counselor Platform, you agree to accept such risks and agree that Hi Counselor is not responsible for the acts or omissions of users on the Hi Counselor Platform.
You are responsible for the use of your Counselor account and Hi Counselor expressly disclaims any liability arising from the unauthorized use of your account. Should you suspect that any unauthorized party may be using your Counselor account or you suspect any other breach of security, you agree to notify us immediately.
It is possible for others to obtain information about you that you provide, publish or post to or through the Hi Counselor Platform (including any profile information you provide), send to other Counselors or Job Seekers, or share, and to use such information to harass or harm you. We are not responsible for the use of any personal information that you disclose to other Counselors or Job Seekers on the Hi Counselor Platform. Please carefully select the type of information that you post on the Hi Counselor Platform or release to others. We disclaim all liability, regardless of the form of action, for the acts or omissions of other Users (including unauthorized users, or "hackers").
Opinions, advice, statements, offers, or other information or content concerning Hi Counselor or made available through the Hi Counselor Platform, but not directly by us, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. Under no circumstances will we be responsible for any loss or damage resulting from your reliance on information or other content posted by third parties, whether on the Hi Counselor Platform or otherwise. We reserve the right, but we have no obligation, to monitor the materials posted on the Hi Counselor Platform and remove any such material that in our sole opinion violates, or is alleged to violate, the law or this agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of users or others.
Hi Counselor advises you to use the Hi Counselor Platform with a data plan with unlimited or very high data usage limits, and Hi Counselor shall not responsible or liable for any fees, costs, or overage charges associated with any data plan you use to access the Hi Counselor Platform.
This Agreement is entered into between you and Hi Counselor. Hi Counselor is solely responsible for the Hi Counselor Platform and the content thereof as set forth hereunder. This provision applies to any version of the Hi Counselor Platform that you acquire from the Apple App Store, Google Play or any other App Store.
Please be aware that Apple, Inc. ("Apple") is not a party to this Agreement and shall have no obligations with respect to the Hi Counselor Platform. However, Apple and Apple's subsidiaries are third party beneficiaries of this Agreement. Upon your acceptance of this Agreement, Apple shall have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof. This Agreement incorporates by reference Apple's Licensed Application End User License Agreement, for purposes of which, you are "the end-user." In the event of a conflict in the terms of the Licensed Application End User License Agreement and this Agreement, the terms of this Agreement shall control.
YOU AND HI COUNSELOR MUTUALLY AGREE TO WAIVE OUR RESPECTIVE RIGHTS TO RESOLUTION OF DISPUTES IN A COURT OF LAW BY A JUDGE OR JURY AND AGREE TO RESOLVE ANY DISPUTE BY ARBITRATION, as set forth below. This agreement to arbitrate ("Arbitration Agreement") is governed by the Federal Arbitration Act and survives after the Agreement terminates or your relationship with Hi Counselor ends. ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED. Except as expressly provided below, this Arbitration Agreement applies to all Claims (defined below) between you and Hi Counselor, including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders. This Arbitration Agreement also applies to claims between you and Hi Counselor's service providers, including but not limited to payment processors; and such service providers shall be considered intended third party beneficiaries of this Arbitration Agreement.
Except as expressly provided below, ALL DISPUTES AND CLAIMS BETWEEN US (EACH A "CLAIM" AND COLLECTIVELY, "CLAIMS") SHALL BE EXCLUSIVELY RESOLVED BY BINDING ARBITRATION SOLELY BETWEEN YOU AND HI COUNSELOR. These Claims include, but are not limited to, any dispute, claim or controversy, whether based on past, present, or future events, arising out of or relating to: this Agreement and prior versions thereof (including the breach, termination, enforcement, interpretation or validity thereof), the Hi Counselor Platform, any goods or services made available through the Hi Counselor Platform, your relationship with Hi Counselor, the threatened or actual suspension, deactivation or termination of your Counselor Account or this Agreement, services performed by or on Hi Counselor's behalf, payments made by you or any payments made or allegedly owed to you, any promotions or offers made by Hi Counselor, fraud, defamation, emotional distress, breach of any express or implied contract or covenant, claims arising under federal or state consumer protection laws; claims arising under antitrust laws, claims arising under the Telephone Consumer Protection; and all other federal and state statutory and common law claims. All disputes concerning the arbitrability of a Claim (including disputes about the scope, applicability, enforceability, revocability or validity of the Arbitration Agreement) shall be decided by the arbitrator, except as expressly provided below.
This Arbitration Agreement shall not require arbitration of the following types of claims: (1) small claims actions brought on an individual basis that are within the scope of such small claims court's jurisdiction; (2) claims that may not be subject to arbitration as a matter of generally applicable law not preempted by the FAA.
BY AGREEING TO ARBITRATION, YOU UNDERSTAND THAT YOU AND HI COUNSELOR ARE WAIVING THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL FOR ALL CLAIMS, EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN THIS ARBITRATION AGREEMENT. This Arbitration Agreement is intended to require arbitration of every claim or dispute that can lawfully be arbitrated, except for those claims and disputes that by the terms of this Arbitration Agreement are expressly excluded from the requirement to arbitrate.
YOU UNDERSTAND AND AGREE THAT YOU AND HI COUNSELOR MAY EACH BRING CLAIMS IN ARBITRATION AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT ON A CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE BASIS ("CLASS ACTION WAIVER"). YOU UNDERSTAND AND AGREE THAT YOU AND HI COUNSELOR BOTH ARE WAIVING THE RIGHT TO PURSUE OR HAVE A DISPUTE RESOLVED AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING.
The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on any basis other than an individual basis. The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on a class, collective, or representative basis. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claims.
Notwithstanding any other provision of this Agreement, the Arbitration Agreement or the AAA Rules, disputes regarding the scope, applicability, enforceability, revocability or validity of the Class Action Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. In any case in which: (1) the dispute is filed as a class, collective, or representative action and (2) there is a final judicial determination that the Class Action Waiver is unenforceable as to any Claims, then those Claims shall be severed from any remaining claims and may be brought in a civil court of competent jurisdiction, but the Class Action Waiver shall be enforced in arbitration on an individual basis as to all other Claims to the fullest extent possible.
Any arbitration conducted pursuant to this Arbitration Agreement shall be administered by the American Arbitration Association ("AAA") pursuant to its Consumer Arbitration Rules that are in effect at the time the arbitration is initiated, as modified by the terms set forth in this Agreement. Copies of these rules can be obtained at the AAA's website (www.adr.org) (the "AAA Rules") or by calling the AAA at 1-800-778-7879. Notwithstanding the foregoing, if requested by you and if proper based on the facts and circumstances of the Claims presented, the arbitrator shall have the discretion to select a different set of AAA Rules, but in no event shall the arbitrator consolidate more than one person's Claims, or otherwise preside over any form of representative, collective, or class proceeding.
As part of the arbitration, both you and Hi Counselor will have the opportunity for reasonable discovery of non-privileged information that is relevant to the Claim. The arbitrator may award any individualized remedies that would be available in court. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claims. The arbitrator will provide a reasoned written statement of the arbitrator's decision that shall explain the award given and the findings and conclusions on which the decision is based.
The arbitrator will decide the substance of all claims in accordance with applicable law, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different Job Seekers or Counselors, but is bound by rulings in prior arbitrations involving the same Job Seeker or Counselor to the extent required by applicable law. The arbitrator's award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof, provided that any award may be challenged in a court of competent jurisdiction.
Except as provided in Federal Rule of Civil Procedure 68 or any state equivalents, each party shall pay its own attorneys' fees and pay any costs that are not unique to the arbitration (i.e., costs that each party would incur if the claim(s) were litigated in a court such as costs to subpoena witnesses and/or documents, take depositions and purchase deposition transcripts, copy documents, etc.).
At the end of any arbitration, the arbitrator may award reasonable fees and costs or any portion thereof to you if you prevail, to the extent authorized by applicable law.
Unless you and Hi Counselor agree otherwise, any arbitration hearings between Hi Counselor and a Job Seeker will take place in the county of your billing address, and any arbitration hearings between Hi Counselor and a Counselor will take place in the county in which the Counselor provides Services. If AAA arbitration is unavailable in your county, the arbitration hearings will take place in the nearest available location for a AAA arbitration. If your Claim is for $10,000 or less, Hi Counselor agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as determined by the AAA Rules. If your Claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules.
Nothing in this Arbitration Agreement prevents you from making a report to or filing a claim or charge with the Securities Exchange Commission or other local, state or federal agency, and nothing in this Arbitration Agreement shall be deemed to preclude or excuse a party from bringing an administrative claim before any agency in order to fulfill the party's obligation to exhaust administrative remedies before making a claim in arbitration. However, should you bring an administrative claim, you may only seek or recover money damages of any type pursuant to this Arbitration Provision, and you knowingly and voluntarily waive the right to seek or recover money damages of any type pursuant to any administrative complaint. Nothing in this Agreement or Arbitration Agreement prevents your participation in an investigation by a government agency of any report, claim or charge otherwise covered by this Arbitration Provision.
In the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable under applicable law not preempted by the FAA, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.
Except as provided herein, this Agreement shall be governed by the laws of the State of Delaware without regard to choice of law principles. This choice of law provision is only intended to specify the use of Delaware law to interpret this. If any provision of this Agreement is or becomes invalid or non-binding, the parties shall remain bound by all other provisions of this Agreement. In that event, the parties shall replace the invalid or non-binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this Agreement. You agree that this Agreement, and all incorporated agreements, may be automatically assigned by Hi Counselor, in our sole discretion by providing notice to you. Except as explicitly stated otherwise, any notices to Hi Counselor shall be given by certified mail, postage prepaid and return receipt requested to Hi Counselor, LLC, 2215 West Winona Street, Chicago, IL 60625. Any notices to you shall be provided to you through the Hi Counselor Platform or given to you via the email address or physical you provide to Hi Counselor during the registration process. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. The words "include", "includes" and "including" are deemed to be followed by the words "without limitation". A party's failure to act with respect to a breach by the other party does not constitute a waiver of the party's right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between you and Hi Counselor with respect to the subject matter hereof and supersedes all previous understandings and agreements between the parties, whether oral or written.
If you have any questions or suggestions or want to provide notice, do not hesitate to contact us at firstname.lastname@example.org.