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Terms of Use

Javitusa Media, LLC (together with our affiliates, “The Smile Money”, “Smile Money”, “Javitusa”, “Phroogal”, “we”, or “us”) provides an online education service on the Phroogal website located at https://www.phroogal.com. By registering on the Site or by visiting, browsing, or using the Javitusa Media, LLC Services in any way, you (“user” or “you”) accept these Terms of Use (the “Terms”), which forms a binding agreement between you and Javitusa Media, LLC.

By accessing or using any of Javitusa Media, LLC’s (“Phroogal“, “we” or “us“) internet properties, including, without limitation www.phroogal.com, mobile websites, microsites, mobile applications, Phroogal profiles on social media sites and any other digital services or properties operated or used by Phroogal from time to time (collectively referred to as the “Sites”) you agree to comply with and be bound by these Terms of Use (“Terms of Use“).

If you do not agree to the Terms of Use, you must immediately terminate the use of the Sites. The Sites are available only to individuals who can enter into legally binding contracts under applicable law. These Terms of Use constitute a legally binding agreement between you and Javitusa Media, LLC, regarding your use and access to the Sites.  By using the Sites, you agree to the Terms of Use.

1. Changes to the Terms of Use

We may revise and update these Terms of Use from time to time at our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Sites thereafter. Your use of the Sites signifies your acceptance of all the terms and conditions posted at the time of your use. You will be responsible for regularly reviewing the Terms of Use posted to the Sites so you are aware of any changes, as they are binding on you. No revisions to these Terms of Use, including the Arbitration or dispute provision set forth in Section 21, shall apply to a controversy or claim of which a party had actual notice on or before the date of any such revision.

2. Policies and Additional Terms and Conditions

Phroogal Privacy Policy, as well as other additional terms and conditions applicable to certain portions of the Sites (collectively “Additional Terms and Conditions”), are incorporated herein by reference. For instance, the Terms of Use for Sites which allow users to post comments and participate in discussion boards will apply to users of those services in addition to these Terms of Use. To the extent that there is a conflict between these Terms of Use and any Additional Terms and Conditions for the activity in which you choose to participate, the Additional Terms and Conditions shall govern.

3. Accessing the Sites and Account Security

We reserve the right to withdraw or amend the Sites, and any service or material we provide on the Sites, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Sites are unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Sites, or to the entire Sites, from users. We may update the content on the Sites from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Sites may be out of date at any given time, and we are under no obligation to update such material.

You are responsible for:

  • Making all arrangements necessary for you to have access to the Sites.
  • Ensuring that all persons who access the Sites through your internet connection are aware of these Terms of Use and comply with them.

To access the Sites or some of the resources they offer, you may be asked to provide certain registration details or other information. It is a condition of your use of the Sites that all the information you provide on the Sites is correct, current and complete.

If you choose or are provided with, a username, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Sites using your username, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account and/or internet browser at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any username, password or other identifiers, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

4. Privacy Policy

For information about Phroogal’s data protection practices and our use and protection of personal information, please read Phroogal Privacy Policy.  All information we collect on the Sites is subject to our Privacy Policy. You agree that all information you provide to register with the Sites or otherwise, including but not limited to through the use of any interactive features on the Sites, is governed by our Privacy Policy. By using the Sites, you consent to all actions taken by us with respect to your information in compliance with our Privacy Policy. 

5. Intellectual Property Rights

The content of the Site includes, without limitation, (i) Phroogal’s trademarks, service marks, logos, brands, and brand names, trade dress and trade names and other distinctive identification (collectively “Phroogal Marks”); and (ii) information, data, materials, interfaces, computer code, databases, products, services, software applications, and tools, texts, images, photographs, audio and video material, including podcasts, and artwork, and (iii) the design, structure, selection, compilation, assembly, coordination, expression, functionalities, applications, look and feel, and arrangement of any content contained in or available through the Sites (the items identified in subsections (i), (ii) and (iii) shall be collectively referred to herein as “Phroogal Content”). Phroogal Content is the property of Phroogal, its licensors, sponsors, partners, advertisers, content providers or other third parties and is protected by law including, but not limited to, the United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. The reproduction, transmission, distribution, sale, publication, broadcast, circulation, or dissemination of Phroogal Content by you, or by you through any other person or entity, is prohibited unless express written consent is separately obtained from the owner of such content if Phroogal is not the owner. Any use of Phroogal Marks without Phroogal’s express written consent is strictly prohibited. You may not alter, delete, obscure, or conceal any copyright or other notices appearing in Phroogal Content, including any such notices appearing on Phroogal Content you are permitted to download, transmit, display, print, or reproduce from the Sites.

6. License Grant

You are granted a personal, revocable, limited, non-exclusive, non-transferable license to access and use the Sites conditioned on your continued acceptance of, and compliance with, these Terms of Use. You may use the Sites and Phroogal Content for your non-commercial personal use and for no other purpose. Phroogal reserves the right to bar, restrict or suspend any user’s access to the Sites, and/or terminate this license at any time for any reason. Phroogal reserves any rights not explicitly granted in these Terms of Use.

7. License Restrictions

Unless otherwise expressly stated in these Terms of Use or you receive Phroogal’s prior written consent, you may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Sites, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
  • You may store files that are automatically cached by your Web browser for display enhancement purposes.
  • You may print or download one copy of a reasonable number of pages of the Sites for your own personal, non-commercial use and not for further reproduction, publication or distribution.
  • If we provide desktop, mobile or other applications for download, you may download a single copy to your computer and mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
  • If we provide social media features with certain content, you may take such actions as are enabled by such features.

You must not:

  • Modify copies of any materials from the Sites.
  • Use any illustrations, photographs, video or audio sequences or any graphics separately from the accompanying text.
  • Delete or alter any copyright, trademark or other proprietary rights notices from copies of materials from the Sites.

You must not access or use for any commercial purposes any part of the Sites or any services or materials available through the Sites.

If you wish to make any use of material on the Sites other than that set out in this section, please address your request to: [email protected]

If you print, copy, modify, download or otherwise use or provide any other person with access to any part of the Sites in breach of the Terms of Use, your right to use the Sites will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title or interest in or to the Sites or any content on the Sites is transferred to you, and all rights not expressly granted are reserved by Phroogal. Any use of the Sites not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark and other laws.

8. Prohibited Uses

You may use the Sites only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Sites:

  • In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
  • For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
  • To send, knowingly receive, upload, download, use or re-use any material which does not comply with these Terms of Use.
  • To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter” or “spam” or any other similar solicitation.
  • To impersonate or attempt to impersonate Phroogal, a Phroogal employee, another user or any other person or entity (including, without limitation, by using e-mail addresses (or screen names) associated with any of the foregoing).
  • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Sites, or which, as determined by us, may harm Phroogal or users of the Sites or expose them to liability.

Additionally, you agree not to:

  • Use the Sites in any manner that could disable, overburden, damage, or impair the Sites or interfere with any other party’s use of the Sites, including their ability to engage in real-time activities through the Sites.
  • Use any robot, spider or other automatic devices, process, or means to access the Sites for any purpose, including monitoring or copying any of the material on the Sites.
  • Use any manual process to monitor or copy any of the material on the Sites for any other unauthorized purpose without our prior written consent.
  • Use any device, software or routine that interferes with the proper working of the Sites.
  • Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
  • Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Sites, the server on which the Sites is stored, or any server, computer or database connected to the Sites.
  • Attack the Sites via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise, attempt to interfere with the proper working of the Sites.

9. User Contributions

The Sites may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, contest, sweepstakes or promotions, and other interactive features (collectively, “Interactive Services“) that allow users to post, submit, publish, display or transmit to other users or other persons (hereinafter, “post“) content or materials (collectively, “User Contributions“) on or through the Sites.

All User Contributions must comply with these Terms of Use.

Any User Contribution you post to the Sites will be considered non-confidential and non-proprietary. By providing any User Contribution on the Sites, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such material for any purpose.

You represent and warrant that:

  • You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns.
  • All of your User Contributions do and will comply with these Terms of Use.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not Phroogal, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any other user of the Sites.

10. Monitoring and Enforcement

We have the right to take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, infringes any intellectual property right or other rights of any person or entity, threatens the personal safety of users of the Sites or the public or could create liability for Phroogal.

Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Sites. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY AND ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

However, we cannot review all material before it is posted on the Sites, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

11. Phroogal Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local and international laws and regulations with respect to your use of the Sites and not interfere with the use and enjoyment of the Sites by other users or with the use and enjoyment of the Sites by other users or with our operation and management of the Sites. You will, at all times, provide true, accurate, current, authorized, and complete information when submitting information or materials on the Sites, including, without limitation, information required to be provided through any registration form on the Sites. If any false, inaccurate, untrue, unauthorized or incomplete information is submitted by you, we reserve the right to terminate your access and use of the Sites. You warrant you will not impersonate any other person or entity, whether actual or fictitious, when using the Sites, or defame or otherwise harm any party through your use of the Sites. Without limiting the foregoing, you agree not to upload, download, post, email, transmit, or otherwise make available any content, including through any attachments thereto, that:

  • Contains any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
  • Promotes sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
  • Infringes any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
  • Violates the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy.
  • Is likely to deceive any person.
  • Promotes any illegal activity, or advocates promotes or assists any unlawful act.
  • Causes annoyance, inconvenience or needless anxiety or is likely to upset, embarrass, alarm or annoy any other person.
  • Impersonates any person, or misrepresents your identity or affiliation with any person or organization.
  • Involves commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter or unsolicited or unauthorized advertising.
  • Gives the impression that it emanates from or is endorsed by us or any other person or entity if this is not the case.
  • Contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
  • Intentionally or unintentionally violates regulations promulgated by the U.S. Securities and Exchange Commission, any rules or any national or other securities exchange, including without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law.

12. Copyright Infringement

Phroogal respects the intellectual property of others, and, particularly as to user-generated content in comments, discussion boards or in other user-contributed content, as applicable, we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide Phroogal the following information:

  1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
  2. a description of the copyrighted work or other intellectual property that you claim has been infringed;
  3. a description of where the material that you claim is infringing is located on the Sites;
  4. your address, telephone number, and email address;
  5. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
  6. a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

Phroogal’s notice for claims of copyright or intellectual property infringement can be sent to:By E-Mail: [email protected]

13. Reliance on Information Posted

The information presented on or through the Sites is made available solely for general information purposes, is generic in nature, is not intended as individual advice and is not financial or legal advice. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Sites, or by anyone who may be informed of any of its contents. Phroogal shall not be obligated to correct or update the Sites or Phroogal Content and shall not be liable for omissions, typographical errors, or out-of-date information which may appear on the Sites.

14. Linking to the Sites and Social Media Features

You may link to our Sites, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, promotion or endorsement on our part without our express written consent.

The Sites may provide certain social media features that enable you to:

  • Link from your own or certain third-party websites to certain content on the Sites.
  • Send e-mails or other communications with certain content, or links to certain content, on the Sites.
  • Cause limited portions of content on the Sites to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us and solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features, including the host sites terms of use. Subject to the foregoing, you must not:

  • Establish a link from any website that is not owned by you.
  • Cause the Sites or portions of it to be displayed, or appear to be displayed by, for example, framing, deep linking or in-line linking, on any other site.
  • Otherwise, take any action with respect to the materials on the Sites that is inconsistent with any other provision of these Terms of Use.

The website from which you are linking, or on which you make certain content accessible, must comply in all respects with these Terms of Use.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.

We may disable all or any social media features and any links at any time without notice in our discretion.

15. Third-Party Information; Links from the Sites

If the Sites contain materials, information, products, and services provided by third parties. Any such information, including but not limited to, articles, opinions, offers, advice, statements, services, or other information made available by third parties such as content providers and other users of the Sites, are those of the respective third party and not of Phroogal or its affiliates. Phroogal makes no representation with respect to, nor does it guarantee or endorse, the quality, non-infringement, accuracy, completeness, timeliness, or reliability of such third party materials, information, services or products. We are not responsible, or liable, to you or any third party, for the content or accuracy of any material provided by any third party. Links to other sites and resources provided by third parties are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to the Sites, you do so entirely at your own risk and subject to the terms and conditions of use for such websites. The appearance of third party links is not intended to endorse any particular company or product.

16. Advertisers

The Sites may contain advertisements. The inclusion of advertisements on the Sites does not imply endorsement of the advertised products or services. Phroogal shall not be responsible for any loss or damage of any kind incurred as a result of the presence of such advertisements on the Sites. Further, Phroogal shall not be responsible or liable for the statements or conduct of any third party advertisers appearing on the Sites. You shall be solely responsible for any correspondence or transaction you have with any third-party advertisers.

17. Geographic Restrictions

Phroogal is based in the state of New Jersey in the United States. We provide the Sites for use only by persons located in the United States. We make no claims that the Sites or any of their content is accessible or appropriate outside of the United States. Access to the Sites may not be legal by certain persons or in certain countries. If you access the Sites from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

18. Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Sites will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON THE SITES, OR ON ANY WEBSITE LINKED TO THE SITES.

YOUR USE OF THE SITES, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES IS AT YOUR OWN RISK. THE SITES, THEIR CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SITES. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SITES, THEIR CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

19. Limitation on Liability

IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITES, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SITES OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.

IN THE EVENT YOU ARE DISSATISFIED WITH, OR DISPUTE, THESE TERMS OF USE, THE SITES AND/OR PHROOGAL CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO TERMINATE YOUR USE OF THE SITES, EVEN IF THAT RIGHT OR REMEDY IS DEEMED TO FAIL OF ITS ESSENTIAL PURPOSE. YOU CONFIRM THAT PHROOGAL HAS NO OTHER OBLIGATION, LIABILITY OR RESPONSIBILITY TO YOUR OR ANY OTHER PARTY.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

20. Indemnification

To the fullest extent permitted by law, you agree to defend, indemnify and hold harmless Phroogal, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Sites, including, but not limited to, your User Contributions, any use of the Sites’ content, services and products other than as expressly authorized in these Terms of Use or your use of any information obtained from the Sites.

21. Arbitration

Any controversy or claim (“Claim”) you have arising out of or relating to these Terms of Use shall be resolved by a single impartial arbitrator pursuant to proceedings administered by the American Arbitration Association under its rules for resolution of commercial disputes. Any such Claim shall be brought solely by you as an individual and not as a part of, or as a representative of, a class. The arbitration shall be held in Elizabeth, NJ. All submissions to the arbitrator, the proceedings and the award shall be confidential. The arbitration shall be conducted on an expedited basis with minimal discovery. The arbitrator’s award shall be final and binding.

Any legal suit, action or proceeding arising out of, or related to (i) any action concerning the enforcement of an arbitration award, or (ii) if arbitration is not permitted by law, then any Claim you have arising out of or related to these Terms of Use shall be instituted exclusively in the federal courts of the United States or the courts of the State of New Jersey in each case located in the City of Elizabeth and County of Union. Notwithstanding anything stated herein to the contrary, we retain the right to bring any suit, action or proceeding against you for breach of these Terms of Use in your county and country of residence or any other relevant county or country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts. Phroogal reserves all rights and remedies available to it, in law or equity, with respect to any matter relating to these Terms of Use.

Neither party consents or agrees to any arbitration on a class or representative basis, and the arbitrator shall have no authority to proceed with an arbitration on a class or representative basis. No arbitration will be consolidated with any other arbitration proceeding without the consent of all parties.

22. Governing Law

These Terms of Use and all matters regarding your use of the Sites shall be governed by, construed in accordance with, and enforced under the laws of the State of New Jersey, without regard to its choice of law principles. Neither the Uniform Computer Information Transaction Act nor the United Nations Convention on Contracts for International Sale of Goods applies and their applicability is expressly excluded.

23. Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SITES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

24. Waiver and Severability

Phroogal’s failure to exercise or enforce any right or provision in these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

25. Entire Agreement

The Terms of Use, together with any revision, any Additional Terms or conditions incorporated by reference, and if applicable any click-through agreement, constitute the sole and entire agreement between you and Phroogal with respect to the Sites and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Sites.

26. Contact Information

If you have any questions or concerns regarding these Terms of Use or the Sites, please email us at [email protected].

This Terms of Use is subject to amendment or modification at any time.

Last Updated: April 1, 2024

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