Terms of Use

for

National Retail Solutions (NRS) Websites

Updated as of August 2, 2022

1. Introduction

Welcome to nrsplus.com; and/or nrspay.com; and/or nrsinsights.com; and/or clubnrs.com; and/or campnrs.com; and/or nrsmarket.com; and/or nrsdigitalmedia.com; and/or homeimprovementpos.com; and/or nrs-tv.com; and/or nrsdeals.com; and/or shopbosslocal.com (collectively, the “Websites”) operated by National Retail Solutions, Inc. (“NRS” or “we” or “us”).  This document sets out the terms and conditions for your use of the Websites.  Please read this document carefully as it is a binding, legal agreement between you and NRS that controls your use of the Websites.

This document also contains (a) a limitation of liability provision and (b) information about your legal rights and requires that disputes be resolved through arbitration instead of a court trial.  See Sections 9.4 and 9.10 below for more information.

2. Acceptance of Agreement and Other Documents

2.1 Agreement.  The Websites are owned and operated by NRS, and are provided to you expressly subject to this document (the “Agreement”).  By accessing, browsing and/or using the Websites, you confirm that you have read, understood, and have agreed to be bound by the terms of this Agreement and to comply with this Agreement and with all applicable laws and regulations.  If you do not agree with these terms, then you should not access or use the Websites.  You also affirm that you are over the age of 16, and either more than 18 years of age or possess legal parental or guardian consent, and are fully able and legally competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in the Agreement, and to abide by and comply with the Agreement.

2.2 Incorporated Info, Terms and Documents.  The following information, terms and documents are incorporated into this Agreement and form a part of this Agreement:

If there is any conflict between the terms of this Agreement and the information contained in any of the materials listed above in this Section 2.2, then the terms of this Agreement will control.

3. Changes to this Agreement

We may revise or update this Agreement from time to time, and all changes will be effective as soon as they are posted unless an immediate change is necessary for a legitimate business reason, to maintain the security of our network or as required by applicable law.  Your continued use of the Websites after any change to this Agreement constitutes your agreement to be bound by such changes.  This Agreement is current as of the date listed at the top of this document.

4. Personal Information and Privacy

NRS receives and/or collects information from you when you visit the Websites.  All information we collect through or in connection with the Websites is subject to our Privacy Policy (referenced in Section 2.2) and you consent to all actions taken by us with respect to the collection and use of such information in compliance with that policy.

5. Intellectual Property

5.1 Website Content.  All information, artwork, text, video, audio, media files and images displayed on or contained within the Websites (collectively, the “Content”) are the property of NRS or its third-party licensors.  NRS, or its third-party licensors, as applicable, retain all right, title and interest in and to the Content and all intellectual property rights related thereto.  You do not have, nor does your use of the Websites give you, any ownership interest in the Content or the Websites.  The Websites and the Content are protected by U.S. and/or international intellectual property and/or proprietary rights laws, which may include copyright, trademark, patent or trade secret rights.  You may use the Websites solely for your personal or internal business use.  You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell or re-sell the Websites or any Content.  All brands, names, logos, product and service names, designs and slogans incorporated into the Websites (collectively the “NRS Marks”) are owned by NRS, its affiliates or its licensors.  NRS reserves all legal rights with respect to the Content. Nothing contained on the Sites should be construed as granting by implication or otherwise any license or right to use the Content, and you may not use the Content without NRS’s prior written permission.  Use of the Content and NRS Marks for any purpose not expressly permitted by this Agreement is strictly prohibited.

Pursuant to Title 17, U.S. Code § 512(c)(2), notifications of claimed copyright infringement, or notification of other intellectual property rights violation, should be sent ONLY to the Designated Agent below.

NOTE: THE FOLLOWING INFORMATION IS PROVIDED EXCLUSIVELY FOR NOTIFYING THE SERVICE PROVIDERS REFERENCED BELOW THAT YOUR COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. DO NOT SEND ANY INQUIRIES UNRELATED TO COPYRIGHT INFRINGEMENT (E.G., REQUESTS FOR TECHNICAL ASSISTANCE OR CUSTOMER SERVICE, REPORTS OF EMAIL ABUSE, ETC.) TO THE CONTACT LISTED BELOW. YOU WILL NOT RECEIVE A RESPONSE IF SENT TO THIS CONTACT.

Written notification of claimed copyright infringement must be submitted to:

National Retail Solutions, Inc.

520 Broad Street

Newark, NJ 07102

Attn: Legal Department

973-438-1000

Email:  [email protected]

Under Title 17, § 51 2(c)(3)(A) of the United States Code, the Notification of Claimed Infringement must include the following:

  1. An electronic or physical signature of the owner or of the person authorized to act on behalf of the owner of the copyright interest.
  2. An identification of the copyrighted work, or works, that you believe to have been infringed upon. The identification must provide sufficient detail to specify the work. For example, an identification for a web page might state, “The copyrighted work at issue is the text that appears on http://www.originalexpression.com/original_page.html.” Where the work is another form of publication, the identifying information could include the name, edition, ISBN number and pages of a book from which an excerpt was copied, the music album or single, etc. as appropriate.
  3. A clear description of where the infringing material is located on our web site(s), including, as applicable, its URL, so that we can locate the material.
  4. Information reasonably sufficient to permit us to contact you. An email address is preferred. Alternatively, you might provide your mailing address and/or telephone number.
  5. The following statement: “I have a good-faith belief that use of the copyrighted materials described above as allegedly infringing is not authorized by the copyright owner, its agent or the law.”
  6. The following statement: “I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the copyright owner.”

5.2 Third Party Links.  The Websites may provide links to third-party websites or other websites of NRS’s affiliates or related companies (collectively, “Unrelated Sites”).  These links are provided solely as a convenience to you, and the terms in this Agreement do not control the Unrelated Sites.  Your access, reliance on and use of these links and any Unrelated Sites is entirely at your own risk and is subject to such Unrelated Sites’ terms and conditions.  NRS is not responsible for, and will not have any liability or responsibility to you, for the content on, or your use of, any third-party website.  Our inclusion of hyperlinks to Unrelated Sites does not imply any endorsement of such sites or the material found on them.

6. Standards

6.1 General.  You agree to comply with all applicable federal, state, local and international laws and regulations when using the Websites.  Additionally, you may not, without our express written, prior permission:  (a) access, monitor or copy any content or information on the Websites using any robot, spider, scraper or other automated means or any manual process for any purpose; (b) violate the restrictions in any robot exclusion headers on the Websites or bypass or circumvent other measures employed to prevent or limit access to the Websites; (c) take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on our infrastructure; (d) deep-link to any portion of the Websites for any purpose; or (e) “frame”, “mirror” or otherwise incorporate any part of the Websites into any other website (each of the preceding, a “Prohibited Use”).

6.2 Response to Violations.  NRS reserves the right to take any action we determine is necessary if we believe that your use of the Websites violates this Agreement, infringes the rights of any person or entity, threatens the personal safety of any person or entity, is a Prohibited Use, or could create liability for NRS.  Any such action by NRS does not limit our rights or remedies at law or in equity.

7. Communications

7.1 Electronic Communications.  Our services can only be provided by conducting business through the internet, and that means that when you use our services you will receive from time-to time disclosures, notices, documents, and other communications (collectively, “Communications”) about the services, the Websites and NRS.  That is why we need you to consent to receive Communications electronically, and this Section informs you of your rights when receiving these Communications from us.  By accepting to this Agreement, you agree that electronic Communications shall be considered “in writing” and have the same meaning and effect as if provided in paper form, unless you have withdrawn your consent to receive Communications electronically as stated below.  You agree that we have no obligation to provide you Communications in paper format, although we reserve the right to do so at any time.  Unless otherwise required by applicable law, you authorize NRS to send or provide the following Communications by electronic means and not in paper format:  (a) this Agreement and any amendments, modifications or supplements to it; (b) your service transactions; (c) any initial, periodic or other disclosures or notices provided in connection with the services, including those required by applicable law; (d) any customer service communications; and (e) any other communication related to the Websites, the services, a transaction you make or NRS.  Electronic means may include email, SMS/MMS, in-app messages including push notifications, text, website chat with customer service, or posting on the Websites.  Message and data rates may apply when you receive SMS/MMS, text or push notification messages on your mobile phone.  You may withdraw your consent to receive all Communications electronically (except for in-app messages from NRS) at any time.  In order to access and retain Communications, you must have:  (i) an Internet browser that supports 128-bit encryption, (ii) a mobile number and the capability to receive messages from or on behalf of NRS, and (iii) a device and data or Internet connection capable of supporting the foregoing.  You will also need a valid email address, sufficient storage space to save Communications or the capability to print the Communications from the device on which you view them.  If you withdraw your consent, the legal validity and enforceability of prior Communications delivered in electronic form will not be affected.

7.2 Consent to Receive Certain Messages and calls.  NRS uses SMS/MMS messages (including text messages), telephone calls (including prerecorded and artificial voice and autodialed calls), and in-app messages (including push notifications) to contact our users with service-related information, questions about the use of our services, or for marketing.  You consent to receive all these types of messages and telephone calls from us or on our behalf at the specific numbers you have provided to us and represent that the telephone numbers you have provided to us are your contact numbers and not someone else’s.  Your consent to receive these types of messages and calls includes both informational and marketing messages and calls.  Your consent is specific to the phone numbers you provide to us to use the services.  Message and data rates may apply.  You may refuse to consent to receive calls and texts from NRS and those on its behalf that require your consent, including autodialed, pre-recorded or artificial voice telemarketing calls.  You may also withdraw your previously given consent to receive such calls and texts.  Your ability to manage and use certain features of the services could be limited if you refuse or withdraw your consent to receive these messages and calls. For avoidance of doubt, any dispute relating in any way to SMS/MMS messages (including text messages), telephone calls (including prerecorded and artificial voice and autodialed calls), and in-app messages (including push notifications) that you receive from or on behalf of the NRS shall be considered “Claims” that are subject to resolution by binding individual arbitration, as set forth in Section 9.10. 

8. Use of the Websites

8.1 Lawful Use.  You agree to use the Websites only for lawful purposes.  You are prohibited from any use of the Websites that would constitute a violation of any applicable law, regulation, rule or ordinance of any nationality, state, or locality or of any international law or treaty, or that could give rise to any civil or criminal liability.  Any unauthorized use of the Websites, including but not limited to unauthorized entry into NRS’s systems is strictly prohibited.  NRS makes no claims concerning whether use of the Websites is appropriate outside of the United States.  If you access the Websites from outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

8.2 Restrictions on Use.  You agree that the Websites are for your personal use with your devices only.  You agree not to:

(a) rent, lease, lend, sell, sublicense, export, distribute or transfer the Websites to any third party;

(b) copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Websites or any part thereof;

(c) remove, obscure or alter any copyright notices or other proprietary notices included in the Websites;

(d) use the Websites in violation of this Agreement or applicable law;

(e) use the Websites to send any unsolicited communications or any communication not permitted by applicable law;

(f) use any type of spider, virus, worm, trojan-horse, time bomb or any other codes or instructions that are designed to distort, delete, damage, emulate or disassemble the Websites;

(g) use the Websites to cause or intend to cause embarrassment or distress to, or to threaten, harass or invade the privacy of, any third party;

(h) use the Websites to submit or expose any third party to any material that infringes any third party’s intellectual property rights or violates the rights of any third party, or is offensive, defamatory, racist, pornographic, illegal, harmful to minors, indecent or is otherwise objectionable in NRS’s sole discretion;

(i) use the Websites in any way that (i) could damage, disable or overburden any NRS server or facility, or the networks connected to any NRS server or facility, (ii) interferes with any other party’s use and enjoyment of the Websites, or (iii) could damage NRS’s business, reputation or employees;

(j) use the Websites fraudulently, abuse the Websites or unfairly exploit or misuse any of our policies; 

(k) intercept or monitor, damage or modify any communication which is not intended for you;

(l) use the Websites to collect or harvest any personally identifiable information, including account names; or

(m) use the Websites to provide commercial products or services to third parties.

8.3 Suspension and Maintenance.  From time to time, NRS may need to perform maintenance on or upgrade the Websites or the underlying infrastructure that enables you to use the Websites.  This may require NRS to temporarily suspend or limit your use of some or all of the Websites until such time as this maintenance and/or upgrade can be completed.  You will not be entitled to claim damages for such suspension or limitation of use.

8.4 Feedback.  You may choose to, or we may invite you to, submit comments or ideas about the Websites and our services, including without limitation about how to improve the services or our products (collectively, “Feedback”).  By submitting any Feedback, you agree that your disclosure is gratuitous and without restriction, and will not place NRS under any fiduciary or other obligation, and that we are free to use your Feedback without any additional compensation to you, or to disclose your Feedback on a non-confidential basis or otherwise to anyone.  You further acknowledge that, by acceptance of your submission, NRS does not waive any rights to use similar or related ideas previously known to NRS, or developed by its employees, or obtained from sources other than you.  If you provide Feedback to NRS, you are granting NRS a royalty-free, world-wide, transferable, sub-licensable, perpetual, irrevocable license to use the information in the course of offering the Websites and our services.  Furthermore, NRS retains the right to reformat, excerpt, or translate any information or materials submitted by you to NRS.  NRS reserves the right at all times to disclose any information as it deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove or restrict any information or materials, in whole or in part, in NRS’s sole discretion.

8.5 NRS Actions.  NRS reserves the right to take various actions against you if we believe you have engaged in activities restricted by this Agreement or by laws or regulations, and NRS also reserves the right to take action to protect NRS, other users, and other third parties from any liability, fees, fines, or penalties.  We make take actions including, but not limited to:  (a) updating information you have provided to us so that it is accurate; (b) limiting or completely closing your access to the Websites; (c) suspending or terminating your ability to use the Websites on a temporary or ongoing basis; (d) taking legal action against you; and/or (e) holding you liable for the amount of NRS’s damages caused by your violation of this Agreement.

9. General Provisions

9.1 No Warranties.  The Websites, our services and products, and all information, content and material included in or made available to you through the Websites are provided by NRS “AS IS” and “AS AVAILABLE” with no warranties of any kind.  You expressly agree that your use of the Websites and our services is at your sole risk.  NRS does not make any warranties, claims or representations to you or to any third party, whether express, implied or statutory, regarding the Websites (or any content therein), our services, the platform and network services underlying our services or any NRS product associated with the services, including, without limitation, warranties or conditions of quality, performance, suitability, durability, title, non-infringement, merchantability, completeness of fitness for use for a particular purpose.  All such warranties are hereby expressly excluded and disclaimed and you hereby waive and release NRS from all such warranties of any nature.  Without limiting the foregoing, NRS makes no warranty or representation that the Websites will always be available, accessible, uninterrupted, timely, secure, accurate, complete or error free or free of viruses or other harmful components or that any defects will be corrected.  NRS may choose not to provide the Websites in or to certain jurisdictions within the United States or other countries in its sole discretion.  We do not authorize anyone, including but not limited to NRS agents and employees, to make any warranties on our behalf and you should not rely on any such statements.  Because some jurisdictions do not permit the exclusion of certain warranties, these exclusions may not apply to you.  For the purposes of this paragraph, “NRS” includes our parent companies, subsidiaries, successors and affiliates and all their respective directors, officers, agents, employees, licensors, and suppliers (including any payment card networks and payment processors).  This provision will continue to remain in force after this Agreement expires or is terminated.

9.2 No Legal, Tax or Financial Advice; Alerts.  NRS does not intend to provide you with any legal, tax or financial advice through the Websites.  NRS encourages you to consult an accountant or other financial advisor before implementing any financial strategy or making financial decisions.  NRS will make reasonable efforts to provide timely and accurate alerts to you, but you acknowledge and understand that alerts may be delayed or prevented for various reasons.  NRS does not guarantee the delivery, accuracy or timeliness of alerts, and NRS shall not be liable for any errors in the delivery or content of an alert.  NRS shall not be liable for any action you take, or do not take, in reliance on alerts.

9.3 Indemnification.  You agree to indemnify, release and hold NRS harmless from any and all liabilities, losses, damages or claims of any kind resulting from or arising out of your (a) use of the Websites, and the content therein, other than as a result of our gross negligence, (b) breach of this Agreement or any document incorporated herein, (c) violation of another person’s or entity’s rights, and/or (d) any dispute or issue between you and a third party.  This section will survive the expiration or termination of this Agreement.  For the purposes of this paragraph, “NRS” includes our parent companies, subsidiaries, successors and affiliates and all their respective directors, officers, agents, employees, licensors, and suppliers (including any payment card networks and payment processors).   This section may be unenforceable or inapplicable to you depending on your jurisdiction.  This section shall survive the termination of this Agreement.

9.4 Limitations of Liability.  NRS is not liable to you or to any third party for any costs, liabilities or damages arising either directly or indirectly from any cause, action or claim relating to the Websites, our services or the network services underlying the services, including without limitation any personal injury, actual, incidental, consequential, exemplary, punitive, reliance or special damages, or for any claims for loss of revenue, lost profits, lost use, data, or goodwill or for lost business opportunities of any kind or nature whatsoever.  These limitations apply even if the damages were foreseeable or we were told that they were possible, and these limitations apply whether the claim is based upon contract, tort, statute, fraud, misrepresentation, or any other legal or equitable theory.  NRS is not liable for failures, outages, interruptions, equipment failures or acts or omissions of third parties regarding or related to the Websites.  NRS will not be liable for any damages if the network services underlying the Websites are interrupted, or if there is a problem with the interconnection of the Websites with the service, products or equipment of some other party.  This Section will survive the expiration or termination of this Agreement.  Because some jurisdictions do not permit these exclusions or limitations, NRS’s liability in such jurisdictions shall be limited to the extent permitted by law.  This Section may be unenforceable or inapplicable to you depending on your jurisdiction.  For the purposes of this paragraph, “NRS” includes our parent companies, subsidiaries, successors and affiliates and all their respective directors, officers, agents, employees, licensors, and suppliers (including any payment card networks and payment processors).  Notwithstanding anything in this Agreement to the contrary and should any provision of this Agreement limiting NRS’s liability not be enforced, NRS’s total liability to you in connection with this Agreement shall not exceed in the aggregate $1,000.00 in all cases.

9.5 Acts Beyond Our Control.  NRS will not liable or responsible for any failure in performance, loss or damage that it is due to any event beyond our reasonable control, including without limitation, pandemic, fire, explosion, power blackout, earthquake, volcanic action, flood, the weather elements, strike, embargo, labor disputes, civil or military authority, war, acts of God, acts or omissions of carriers or suppliers and acts of regulatory or governmental agencies.

9.6 Assignment.  This Agreement is personal to you and you may not assign or transfer it or your rights or obligations to any other person without NRS’s prior consent.  We can assign all or part of our rights or duties under this Agreement without prior notice.  If we elect to make such an assignment, we will have no further obligations to you under this Agreement or in connection with your use of the Websites.

9.7 Notices.  Any notice from NRS to you under this Agreement will be provided by one or more of the following:  posting on the Websites, IVR message, SMS/MMS, in-app message including push notification, text, email or a call to a telephone number provided by you.  You may contact NRS at the address and/or phone number listed below:

National Retail Solutions, Inc.

520 Broad Street

Newark, NJ 07102

Telephone:  973-438-1000

Email:  [email protected]

9.8 Governing Law.  This Agreement will be governed by the laws of the State of New Jersey, United States, without regard to its choice of law rules, and those laws will apply no matter where you reside, or where you use the Websites.

9.9 Entire Agreement and Severability.  This Agreement constitutes the entire agreement between you and NRS regarding the Websites and supersedes all prior agreements, understandings, statements or proposals, and representations, whether written or oral between you and NRS regarding the same.  No written or oral statement, advertisement or service or product description not expressly contained in this Agreement or in the Websites will be allowed to contradict, explain, or supplement these terms.  You acknowledge that you are not relying on any representations or statements made by NRS that is not included in this Agreement.  If any part of this Agreement is found invalid, the rest of this Agreement will remain valid and enforceable, and the invalid provision shall automatically be replaced by a lawful provision with the same or similar intent.  The failure by NRS to exercise, or delay in exercising, a legal right or remedy provided by this Agreement or by law shall not constitute a waiver of NRS’s right or remedy.  If NRS waives a breach of this Agreement by you, the waiver shall not operate as a waiver of a subsequent breach by you.

9.10 DISPUTES AND ARBITRATION.  Please read this Section – which survives the termination of this agreement – carefully because it limits your rights if there is a dispute between us.

  1. Except as expressly provided below, you and NRS that, to the fullest extent permitted by applicable law, any dispute arising out of or relating in any way to these Terms of Use, similar prior Terms of Use, any products or services you have received from NRS, communications between you and NRS, your consent to receive communications, and the relationship between you and NRS and affiliated entities (including existing disputes and those arising before your agreement to these Terms of Use) (collectively, “Claims”) will, at the election of either party, be resolved by arbitration, including any dispute about arbitrability, such as the scope, applicability, and enforceability of the agreement to arbitrate.

The right and obligation to arbitrate under this Section shall extend to all Claims, including but not limited to those against or involving third parties such as NRS or its affiliates’ officers, directors, employees, agents, shareholders, members, partners, subsidiaries, joint venturers, or contractors, all of which are intended beneficiaries of this Agreement.

  1. Rules and Selection of Arbitrators. Except as expressly provided herein, any arbitration will be conducted pursuant to the applicable rules (the “Arbitration Rules”) of the American Arbitration Association. Should the AAA be unavailable, unable, or unwilling to accept and administer the arbitration of any claim under these arbitration provisions as written, the Parties shall agree on a substitute arbitration organization, such as JAMS, that will enforce the arbitration provisions as written. The Parties will select a mutually agreeable single arbitrator. But in the event that the Parties are unable to agree, the Parties shall select an arbitrator according to a “strike and rank” procedure whereby the Parties: (a) will request and obtain a list of no less than five (5) arbitrators (subject the qualifications below); (b) within ten (10) days of service of an arbitrator list on the Parties, strike the names of two (2) proposed arbitrators; and (c) rank the remaining arbitrators in order of preference with number 1 being the most preferred ranking. The remaining arbitrator with the lowest aggregate ranking of preference shall be selected to serve. If the “rank and strike” procedure fails or results in a tie, the AAA (or a substitute arbitration organization) shall appoint an arbitrator. Any selected arbitrator must have experience litigating and/or presiding over cases involving the substantive legal areas involved in the dispute.
  2. Federal Arbitration Act. The Agreement memorializes a transaction in interstate commerce, and the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. More information about arbitration, including the Arbitration Rules, is available at www.adr.org or by calling 1-800-778-7879.
  3. Written Notice. A Party that intends to seek arbitration must first send to the other a written notice of intent to arbitrate via email (delivery receipt requested), entitled “Notice of Intent to Arbitrate” (“Notice”). The Notice to NRS should be addressed to: [add preferred contact information] (“Arbitration Notice Address”). The Notice must: (1) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought. If we do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or NRS may commence an arbitration proceeding under these terms.
  1. Exclusions and Limitations. The following matters will not be subject to arbitration but will instead be adjudicated in the appropriate court of the state where you are located: (a) an action to enforce intellectual property rights; and (b) any claim or dispute for which applicable law (as determined by a binding court decision) or the applicable arbitration rules do not permit arbitration and require adjudication in a specific civil court. Matters within the jurisdiction of an applicable small claims court may also be brought in such court, instead of arbitration. Unless prohibited by applicable law, the substantially prevailing party in any dispute between the Parties may recover their reasonable costs and fees incurred in connection with such matter, including reasonable attorneys’ fees.
  1. Offers. To the extent not inconsistent with the Arbitration Rules (or the rules of a substitute arbitration organization if the AAA is unavailable), you and NRS agree that either Party may serve upon the other a written offer to settle a Claim (“Settlement Offer”) for the money specified in the Settlement Offer and to enter an agreement dismissing the Claim. If NRS makes a Settlement Offer which is rejected by you, NRS shall be entitled to recover reasonable attorneys’ fees and expenses incurred by NRS (or on its behalf) from the date of the rejection of the Settlement Offer through the later of the entry of the arbitrator’s award or the subsequent confirmation of said award if the arbitrator’s award is one of no liability or the award obtained by you is less than 75 percent of such a Settlement Offer. If you make a Settlement Offer which is rejected by NRS and you obtain an arbitrator’s award in an amount greater than 125 percent of the Settlement Offer, you shall be entitled to recover reasonable attorneys’ fees and expenses incurred by you (or on your behalf) from the date of the rejection of the Settlement Offer through the later of the entry of the arbitrator’s award or the subsequent confirmation of said award.
  2. Class Waiver. You agree that (a) CLAIMS MAY ONLY BE BROUGHT IN AN INDIVIDUAL, NON-CLASS, AND NON-REPRESENTATIVE CAPACITY, AND THAT CLAIMS OF TWO OR MORE PERSONS MAY NOT BE JOINED OR CONSOLIDATED ABSENT CONSENT OF ALL PARTIES; and (c) TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND NRS HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JURY, EVEN FOR DISPUTES NOT SUBJECT TO ARBITRATION. For avoidance of doubt, nothing in this paragraph is intended to conflict with the provision of this agreement regarding the batch resolution of 100 more Requests (defined below).
  3. Appeal. If the arbitrator’s award exceeds $75,000, either party may appeal such award to a three-arbitrator panel administered by the AAA (or substitute arbitration organization) and selected according to “rank and strike” procedure set forth above (in the paragraph titled, Rules and Selection of Arbitrators), by filing a written notice of appeal within 30 days after the date of entry of the arbitration award. The appealing party must provide the other party with a copy of such appeal concurrently with its submission of the appeals notice. The three-arbitrator panel must issue its decision within 120 days of the date of the appealing party’s notice of appeal. The decision of the three-arbitrator panel shall be final and binding, except for any appellate right which may exist under the Federal Arbitration Act. The Parties may agree that arbitration will be conducted solely on the basis of the documents submitted to the arbitrator, via a telephonic hearing, or by an in-person hearing as established by AAA rules (or the rules of the substitute arbitration organization).
  4. Right to Opt Out. If you do not wish to be bound by these arbitration provisions, you must notify NRS within 30 days of your acceptance of these terms by sending a trackable letter to National Retail Solutions, Inc., 520 Broad Street, Newark, New Jersey 07102, Attn:  Legal Department. Your notice must include your name, address, and phone number, as well as a clear statement that you do not wish to resolve disputes with NRS under these arbitration provisions. Your decision to opt out of this arbitration provision will have no adverse effect on your relationship with NRS. Please note that you will continue to be bound by any older arbitration provision that you did not out opt of and any arbitration provision or class action waiver that otherwise governs the Claims.
  5. Batch Arbitration. To the extent doing so does not directly conflict with AAA rules, and to increase the efficiency of administration and resolution of arbitrations, you and NRS agree that in the event that there are one hundred (100) or more individual requests to arbitrate Claims of a substantially similar nature filed against NRS by or with the assistance of the same law firm, group of law firms, or organizations within a reasonably close proximity (“Requests”), the arbitrator will: (1) administer the arbitration demands in batches of 100 Requests per batch (plus, to the extent there are less than 100 Requests left over after the batching described above, a final batch consisting of the remaining Requests); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”). All Parties agree that Requests are of a “substantially similar nature” if they arise out of the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the Parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise the arbitrator, and the arbitrator shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the Parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by NRS. You and NRS agree to cooperate in good faith with the arbitrator to implement the Batch Arbitration approach including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings. This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.
  6. Severance and Severability. If any Section of these arbitration provisions is found unenforceable, the unenforceable Section shall be severed, and the remaining arbitration provisions shall be enforced, except that if the class action waiver above is found unenforceable, the entirety of the arbitration provisions shall be void, other than the jury waiver provision.

9.11 Claims Limitation Period. Any Claims (as defined in section 9.10 above) must be brought within one year from when the facts become known to the claimant.