Terms of Use

VOLLY™ SECURE DIGITAL DELIVERY SERVICE TERMS OF USE - Last Updated:  6/30/12

THESE TERMS OF USE (“TERMS OF USE”) DESCRIBE THE CONDITIONS UNDER WHICH VOLLY LLC (“WE”, “US” OR “VOLLY LLC”) OFFERS YOU (“YOU” OR A “USER”) ACCESS TO THE VOLLY™ WEBSITE (THE “VOLLY WEBSITE”), AND THE SERVICES AVAILABLE ON THE VOLLY WEBSITE, OR TO YOUR VOLLY ACCOUNT (COLLECTIVELY, THE “SERVICES”).  BY CLICKING THE “I AGREE” BUTTON BELOW YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE, AND THAT YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS CONTAINED HERE, AS AMENDED FROM TIME TO TIME BY VOLLY LLC IN ITS SOLE DISCRETION.  IF YOU DO NOT AGREE TO BE BOUND BY ANY OF THE PROVISIONS OF THESE TERMS OF USE, YOU MAY NOT USE THE VOLLY WEBSITE OR THE SERVICES.


1.     Acceptance of Terms of Use.

a.  These Terms of Use constitute a legally binding agreement between you and Volly LLC. By accessing or using the VOLLY Website or the Services, you agree that you have read, understood and agree to be bound by the provisions of these Terms of Use and the terms of our privacy statement, as may be amended, located at www.volly/privacystatement (the “Privacy Statement”), which is incorporated into these Terms of Use. If you do not agree to the provisions of these Terms of Use, you may not use the VOLLY Website or the Services. You should check the provisions of these Terms of Use and the Privacy Statement periodically. By posting updated versions of these Terms of Use and/or the Privacy Statement on the VOLLY Website, or otherwise providing notice to you, Volly LLC may modify these Terms of Use, the Privacy Statement or any Services in its sole discretion. All changes will become effective upon the posting of revisions on the VOLLY Website.  By accessing or using the VOLLY Website or these Services after the Terms of Use and/or the Privacy Statement are revised, you accept those revisions.  

b.  You agree that by providing information and directions to us and by using the VOLLY Website and/or the Services, including by placing data and communications in your VOLLY Account (as defined below), you are granting us a license to use that information as described in these Terms of Use and the Privacy Statement.

2.     User Requirements.

a.  Users must be at least eighteen (18) years of age. By using the VOLLY Website and/or the Services, you represent and warrant that you are not less than eighteen (18) years of age and that your use of the VOLLY Website and/or Services does not violate any applicable law or regulation.   

b.  We will accept the instructions of any individual who claims to be authorized to direct changes to your account so long as such person presents your username and password or provides other appropriate account identifying information to us.  In connection with the acceptance of instructions set forth above, Volly LLC will not be responsible or liable for the actions of any individuals who misuse your VOLLY Account (as defined below) or other assets using your username and password or other appropriate account identifying information.

c.  You may not use the VOLLY Website or the Services if you are a person barred from accessing such websites or receiving such Services under the laws of the United States or other countries.

d.  VOLLY is only available to individual consumers, and may not be used for, or on behalf of, businesses.  We will notify individual consumers who have registered for VOLLY when it is available for business use.   

3.     Registration.  

a.  To utilize the VOLLY Website and the Services, you will be required to set-up an account with us (a "VOLLY Account"). When you create a VOLLY Account, you are required to:

(i)  provide true, accurate, current and complete information about you as prompted by the VOLLY registration process prior to using the Services (the "Registration Information"), and

(ii)  maintain and promptly update the Registration Information to keep it accurate, current and complete. If you provide any information we believe to be inaccurate, not current or incomplete, we may suspend or terminate your VOLLY Account and remove your access to the VOLLY Website and/or the Services.

b.  You will create a password for your VOLLY Account when completing the registration process and providing the Registration Information. As part of the registration process, you will be asked to select a username and password. We may in our sole discretion refuse to grant a username for any reason, including one that is already in use, impersonates someone else, is or may be illegal, is or may be protected by trademark or other proprietary rights law, is vulgar or otherwise offensive, or may cause confusion. You are responsible for maintaining the confidentiality of your username and password and VOLLY Account and are fully responsible for all activities that occur under your password or VOLLY Account.  You agree to notify us at support@volly.com immediately of any unauthorized use of your password or VOLLY Account, or if you believe your password has been lost or stolen or subject to any other breach of security.

c.  If you improperly receive another party's correspondence, you agree to promptly notify us by emailing support@volly.com and indicating that the item was received in error.  You also agree to delete from your digital mailbox any correspondence you receive in error.

d.  By providing us with your email address or addresses you agree to receive all required notices electronically, to those email addresses or to your VOLLY Account, in our sole discretion.  It is your responsibility to update or change those addresses in your VOLLY Account, as appropriate.  By registering with us, providing the Registration Information, and selecting your delivery choices, you consent to cease receiving hard copy mailings of certain documents as applicable, including, but not limited to, bills, notices, statements, offers and other communications, from the applicable third party account provider.  You agree that Volly LLC does not control the practices of your third party account providers and that each third party account provider may, at its discretion, continue to provide you with hard copy mailings, and therefore we do not represent or warrant that your use of the VOLLY Website or the Services will result in the total cessation of mailings by third party account providers.

4.   Use of Wireless Devices

a.  If the email address you provide to us is a wireless email address, you agree to receive messages from us at such address, unless and until you have elected not to receive such messages by notifying us at support@volly.com.  You understand that your wireless carrier’s standard rates apply to these messages.  You represent that you are the owner or authorized user of the wireless device on which messages will be received, and that you are authorized to approve the applicable charges.  We may also make available content and versions of the VOLLY Website via wireless internet (“Wireless Internet Service”) and mobile phone service. If you subscribe to one of our Wireless Internet Services, or other mobile services, you agree to access the VOLLY Website at the address you provide for such purposes.

b.  To use the Wireless Internet Service or mobile service, you must reside in the United States.  You must register and provide all required personal information, which may include without limitation, your cell phone number, your name, your Wireless Internet Service or mobile address, and your wireless carrier.  We may also obtain the date, time and VOLLY-related content of your messages in the course of your use of the Wireless Internet Service, or mobile service.  We will use the information we obtain in connection with these services in accordance with our Privacy Statement.  If fees are charged to your wireless account invoice, we may provide your carrier with your applicable information in connection with such transactions.  Your wireless carrier and other service providers may also collect data about your wireless device usage, and their practices are governed by their own policies.

c.  With your permission, we may also access the VOLLY-related content of your account and wireless account with your carrier for the purpose of identifying and resolving technical problems and service-related complaints.

5.   Fees and Payment.

a.  We offer you the ability to open and use a VOLLY Account without charge.  Because we offer VOLLY Accounts without charge, we reserve the right to limit the amount of data and communications that may be stored in your VOLLY Account and to assess fees in the future for storage of what constitutes large amounts of data and communications, in Volly LLC’s sole discretion.  Should we decide to impose fees in such cases, we will offer you the option of removing the data or communications from your VOLLY Account rather than pay a fee for storage with not less than ninety (90) days prior notice in which you may remove or make copies of your files without charge.

b.  Any individual using a credit card represents and warrants that he or she is authorized to use such credit card and that any and all charges may be billed to such credit card and will not be rejected.  In the event that the credit card used for payment expires, you will immediately provide the relevant credit card information for any successor credit card or a different valid credit card.

c. If you have registered for a paid VOLLY service, you are responsible for reviewing the Fee Schedule from time to time. The Fee Schedule is subject to change at any time in Volly LLC’s sole discretion. Volly LLC will use good faith efforts to notify you prior to the effectiveness of any changes to the Fee Schedule.

6.   Acceptable Use.

a.  With regard to the content of any communications you make through the VOLLY Website or in connection with the Services, you agree to remain solely responsible, and agree to not submit or otherwise communicate materials that are unlawful, defamatory, abusive, harassing or obscene. You also agree that you will not communicate anything to the VOLLY Website or in connection with the Services that violates any right of a third party, including copyright, trademark, privacy or other personal or proprietary rights.

b.  You agree that you will not use the VOLLY Website or the Services for the sending of unsolicited email, and will comply in all respects to the legal requirements of the CAN SPAM Act of 2003 and all applicable regulations. 

7.     Prohibited Content and Activities.

a.  Volly LLC prohibits the use of the VOLLY Website or the Services by any person or entity for:

(i)  providing, selling or offering to sell illegal goods or services;

(ii)  providing, selling or offering to sell pornography, sexually explicit material or adult sexual novelty items;

(iii)  providing, selling or offering firearms, other weapons, or tobacco products; or

(iv)  posting or disclosing any personally identifying information or private information about children without their consent (or their parents' consent in the case of a minor).

 b.  Volly LLC prohibits the use of the VOLLY Website or the Services, without our express prior consent, by any person or entity for:

(i)  providing escort services;

(ii)  providing, selling or offering to sell pharmaceutical, homeopathic, or “natural” health products, and/or nutritional, herbal or vitamin supplements;

(iii)  providing or promoting gambling products or services; or

(iv)  providing or promoting multi-level marketing programs.

c.  While using or accessing the VOLLY Website and/or the Services, you will not: (a) impersonate any person or entity, whether actual or fictitious, or misrepresent your affiliation with any other person or entity; (b) insert your own or a third party’s advertising, branding, or other promotional content into the VOLLY Website or the Services, or use, redistribute, reuse, republish, repurpose, or otherwise exploit such content or service for any purpose or reason, including without limitation, further commercial or promotional purposes; or (c) attempt to gain unauthorized access to other computer systems through the VOLLY Website or the Services. 

d.  While using or accessing the VOLLY Website and/or the Services, you will not:

(i)  Use any automatic means of data retrieval, including engaging in spidering, “screen scraping,” “database scraping,” harvesting of email addresses, wireless addresses, or other contact or personal information, or any other automatic means of obtaining lists of users or other information from the VOLLY Website, including without limitation any information residing on any server or database connected to the VOLLY Website or the Services;

(ii)  obtain or attempt to obtain unauthorized access to computer systems, materials, or information through any means;

(iii)  use the VOLLY Website or the Services in any manner that could damage, disable, overburden, or impair the VOLLY Website or the Services or interfere with any other party’s use and enjoyment of the VOLLY Website or the Services;

(iv)  remove, conceal, edit, copy, or otherwise alter any trademark, copyright or other proprietary rights notice or any other mark or source identifier included in any content or features made available on or through the VOLLY Website or the Services (for example, in any Podcast, photograph, or text);

(v)  attempt (or assist anyone else’s attempt) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with the VOLLY Website or the Services, or any content thereof, or make any unauthorized use thereof; or

(vi)           introduce any software viruses, trojan horses, worms, time bombs, logic bombs, trap doors, cancelbots or any other computer code, files or programs designed to disrupt, interrupt, disable, damage, destroy or limit the functionality of the VOLLY Website, the Services, or any related device.

8.  Non-U.S. Users.

You represent and warrant that at the time you registered for your VOLLY Account your primary residence was, and at any time you use or access the VOLLY Website or the Services your primary residence is, located within the United States or one of its territories, and that you are subject to the federal and state laws of the United States.  You hereby agree that you will update the applicable information in your VOLLY Account in the event that you move your primary residence to a jurisdiction outside the United States or outside its territories.  You agree that in the event you move your primary residence to a jurisdiction outside the United States or one of its territories your VOLLY Account will not be able to accept new mail, communications or postings unless and until we operate the VOLLY Website or the Services in such jurisdiction.

9.     Termination, Disabling Access and Removing Content, Data Retention, Inactive Accounts.

a.    Volly LLC may terminate these Terms of Use at any time for any reason. In addition, you agree that Volly LLC, in its sole discretion, may terminate your VOLLY Account, use of the Services, passwords or other access information, for any reason, including, without limitation, for lack of use or if we believe you have violated any applicable laws, regulations, or any provision of these Terms of Use. Volly LLC may also, in its sole discretion, and at any time, suspend or discontinue providing the Services or access to the VOLLY Website, or any part of the VOLLY Website.  In the event that Volly LLC terminates these Terms of Use, or terminates or suspends your VOLLY Account or your access to the Services Volly LLC will have no responsibility to, and will not, refund and/or reimburse you in any manner. Once terminated, we may remove any of your VOLLY Account Information, electronic communications and related data and files from the VOLLY Website and any other storage; provided that we will make your VOLLY Account Information available to you in accordance with subsection (f) below.  

b.   You may cancel your VOLLY Account at any time and have your information deleted from our records or made available for you to download.  To cancel your VOLLY Account, log in to your account and select “Need to delete Volly account?” in the “Help” section, or email support@volly.com.  

c.   You agree that any termination or suspension of your access to your VOLLY Account, the VOLLY Website or the Services under any provision of these Terms of Use may be effected without prior notice.  If the Terms of Use, your VOLLY Account or your access to the VOLLY Website or the Services are terminated or suspended for any reason, it will be solely your responsibility to establish an alternative means to access information from your third party account providers and to arrange for payment of any debts owed through any third party through such third party accounts. 

d.   Volly LLC reserves the right to immediately intercept, block, restrict or suspend access to and remove content from the VOLLY Website and/or your VOLLY Account,  if we, or any of our third party service providers, deem it necessary to prevent harm to third party account providers’ systems, the VOLLY Website, the Services, Volly LLC,  any of our third party service providers’ systems, network or business, or any other user’s VOLLY Account or if we believe that you have violated any laws, regulations or terms and conditions of these Terms of Use, without prior notice and in Volly LLC’s sole discretion. 

e.  If we have terminated these Terms of Use or your VOLLY Account, or disabled your access to the VOLLY Website or the Services, for cause, you may not further utilize a VOLLY Account, the VOLLY Website or any Services, for any reason or in any manner.  Once your use or access to your VOLLY Account, the VOLLY Website or the Services has been terminated or disabled, you may not thereafter use a VOLLY Account, the VOLLY Website or the Services under a new username or identity.  In the event that you do return, or attempt to return, to a VOLLY Account, the VOLLY Website or the Services after your use or access has been terminated or disabled, you will be deemed to have breached these Terms of Use, and we reserve the right to obtain reimbursement from you for any costs and expenses incurred to enforce the terms and conditions of these Terms of Use and otherwise to pursue all rights and remedies available at law or in equity with respect to such breach. 

f.  If you have not accessed your VOLLY Account, the VOLLY Website or the Services for a period greater than nine (9) months, your VOLLY Account will be considered inactive and we may notify you of our intent to remove your stored documents from our systems.  We may offer you the ability to continue to store your documents for a fee.  If you indicate you are terminating your VOLLY Account or your use of the Services, or fail to respond to the notice within one (1) month of sending, we will retain your stored documents for an additional grace period of three (3) months.  During that period it is solely your responsibility to copy the stored documents to an alternate location.  After the three (3) month grace period we will remove your documents from our systems without any notice to you and without any liability to you.

10.  Remote Access.

With your prior approval, you may authorize and grant Volly LLC the right and ability to remotely access your computers, wireless devices, and/or other systems solely in connection with our provision to you of your VOLLY Account, the VOLLY Website, the Services, and any maintenance or support in connection therewith. In the event that you provide us remote access, you agree to provide us with all information necessary to provide such maintenance and support in a timely fashion, including account information, passwords, or the location of such account information and passwords.  In the event that you provide us remote access, you also waive any claim for damages from any problems that may arise from such access, including without limitation any disruption or damage caused by Volly LLC or its personnel.

11.  Third Party Content, Sites and Products.

a.  The VOLLY Website will provide links to other web sites belonging to our advertisers and other third parties (“Third Party Sites”). Volly LLC does not endorse, warrant or guarantee the products or services available through Third Party Sites, whether or not sponsored, and Volly LLC is not an agent or broker or otherwise responsible for the activities or policies of Third Party Sites. Volly LLC does not guarantee that offers from any particular advertiser or other third party are actually the terms that may be offered to you if you pursue the offer, or that they are the best terms available.  You are solely responsible for any and all consequences of any such activities, transactions, and relationships that you may conduct or form with any advertisers or other users of the VOLLY Website or the Services.  Any purchases that you make from Third Party Sites are made at your own risk.  You agree that Volly LLC and its Affiliates (as defined below) have no responsibility or liability for such purchases and/or transactions.  For the purposes of these Terms of Use, “Affiliate” means a legal entity that is controlled by, controlling, or under common control with Volly LLC.  “Control” means more than 50% of the voting power or ownership interests.

b.  You agree that Third Party Sites are not under our control, and links to other websites are provided solely for your convenience. You further agree that when you leave the VOLLY Website by any means, including when you click on a link that leaves the VOLLY Website, the website you will land on contains different terms of use and privacy policies that apply.

c.  You further agree that Volly LLC may terminate any Third Party Site’s ability to interact with the VOLLY Website or the Services at any time, with or without notice, and in Volly LLC’s sole discretion, with no liability to you or to any Third Party Site.

12.  User Content and User Uploaded Information.

a.  Any information, creative works, including, without limitation, text, photographs, graphics, audio, visual and audiovisual content, demos, ideas, suggestions, concepts, methods, systems, designs, plans, techniques or other materials submitted or sent to us via the public areas of the VOLLY Website or the Services (the “User Content”) will be deemed not to be confidential or secret, and may be used by us in any manner consistent with our Privacy Statement.  By submitting or sending User Content to us, you: (i) represent and warrant that the User Content is not confidential or secret, and no confidential or fiduciary relationship is intended or created between you and us in any way, (ii) represent and warrant that the User Content is original to you, that no other party has any rights thereto, and that any “moral rights” in the User Content have been waived, and (iii) you grant us and our affiliates, and our respective licensors, licensees, distributors, vendors, partners, agents, representatives, and other authorized users (collectively, “Representatives”) a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive and fully transferable, assignable and sublicensable right and license to use, copy, reproduce, modify, adapt, print, publish, translate, create derivative works from, distribute, perform and display such User Content (in whole or part) and/or to incorporate it in other works in any form, media, or technology now known or later developed, including for promotional and/or commercial purpose, and to authorize others to do so.  We cannot be responsible for maintaining any User Content that you provide to us, nor are we responsible for any information included in any User Content, and we may delete or destroy any such User Content at any time.

b.  Volly LLC reserves the right, but does not have an obligation, to monitor and/or to review all User Content and Volly LLC is not responsible for any such materials posted by Users.  Volly LLC is not responsible for any failure to monitor, review, and/or delete any materials posted to the VOLLY Website or included in the Services by Users.  Volly LLC reserves the right at all times to disclose any information as necessary or advisable to satisfy any law, regulation, or government request, and to edit, refuse to post or remove any User Content, in whole or in part, that, in Volly LLC’s sole discretion, is objectionable or in violation of these Terms of Use, Volly LLC’s policies or applicable law, regulation, or government request.

c.  In the event you upload or otherwise transmit documents or other information to the VOLLY Website for the purposes of storage (“User Uploaded Information”), Volly LLC’s sole obligation with respect to the User Uploaded Information will be to (i) maintain it in accordance with the Privacy Statement, and (ii) make it available to you in accordance with the provisions of these Terms of Use.  You will not use the VOLLY Website or Services to store User Content or User Uploaded Information that contains photographs, videos, or other items requiring a significant amount of storage space.  If you do, we have the right to delete any such User Content or User Uploaded Information immediately, without notice to you, notwithstanding any time limitations with respect to User Content or User Uploaded Information stored in other formats set forth in Section 5(a) of these Terms of Use.

13.  Volly LLC Service Providers

Volly LLC may use Affiliates or third party vendors that it determines necessary to provide the VOLLY Website or the Services.  Any Affiliates or third party vendors performing services on Volly LLC’s behalf in furtherance of the VOLLY Website or the Services shall be subject to the terms and conditions of the Privacy Statement.

14.   Proprietary Rights.

a.  These Terms of Use are for access to the VOLLY Website and use of the Services, and you are not granted any right or license in or to any Volly LLC intellectual property, including without limitation, any software. You are prohibited from using, reproducing, copying, in whole or in part, distributing, decompiling, decrypting, reverse engineering, disassembling, displaying, downloading, storing, transmitting, distributing, selling or otherwise commercially exploiting any part of the VOLLY Website, the Services or any Volly LLC or Volly LLC licensor’s software.

b.  As between you and us, we or our licensors, as applicable, own, solely and exclusively, all rights, title and interest in and to the VOLLY Website, the Services, software utilized in furtherance of the VOLLY Website or the Services, any code, data and materials incorporated therein, the look and feel, design and organization of the VOLLY Website and the Services, all the content other than User Content, and the compilation of the content (other than User Content), code, data, and materials on the VOLLY Website and the Services, including but not limited to any copyrights, trademark rights, patent rights, database rights, moral rights, sui generis rights and other intellectual property and proprietary rights therein.  Your use of the Services does not grant to you ownership of any content, code, data, or materials you may access on or through the Services.

c.  You may access and view the content on the VOLLY Website or the Services on your computer or other device, and make single copies or prints of the content on the VOLLY Website or the Services at your own risk, provided that you keep intact all copyright and other proprietary notices contained therein and use the same in accordance with all restrictions applicable to your use of the Services in general.  Notwithstanding the foregoing, the restriction on copies does not apply to your VOLLY Account documents or User Uploaded Information, which you may use at your discretion.  

d.  You agree that third party account providers who send information or communications to your VOLLY Account at your direction retain certain intellectual property and ownership rights with respect to such information and communications, including without limitation, copyright and trademark rights.

15.  Trademarks and Copyrights.

VOLLY and the other trademarks, service marks, logos and trade dress of Volly LLC and its Affiliates used on the VOLLY Website are the intellectual property of Volly LLC and/or its Affiliates in the United States and throughout the world (collectively "Marks"). Except as provided by applicable law, the Marks may not be used and/or reproduced without the express permission of Volly LLC. Those uses that are authorized must comply with Volly LLC’s trademark usage guidelines (provided when necessary upon request). All other trademarks, service marks, trade names, logos and brands featured or referred to within the VOLLY Website are the property of their respective trademark owners and are used solely for the benefit of the User with regard to the User’s mail.  Such use is not a representation that the VOLLY Website, or any Service provided by the VOLLY Website, is endorsed by, sponsored by or affiliated with these trademark owners.  All other images, text, set up/format and layout (collectively "Materials") on the VOLLY Website are the exclusive intellectual property of Volly LLC and are copyrighted and protected by worldwide copyright laws and treaty provisions. Subject to fair use exceptions, Volly LLC does not authorize any copying or downloading of any Materials on or from the VOLLY Website without prior express permission. Any third party copyrighted material appearing on the VOLLY Website is used under applicable law or with the owner's permission. Volly LLC will enforce its intellectual property rights to the fullest extent permitted under the law.

16.  Indemnification.

You agree to indemnify and hold harmless Volly LLC, its Affiliates, and their respective officers, directors, employees and agents, from any and all third party claims, demands, actions, suits or other proceedings, and from any and all damages, losses, liabilities costs and expenses (including, without limitation, court costs and reasonable fees of attorneys and other professionals), as incurred, arising out of your use of the VOLLY Website and/or the Services, your breach of these Terms of Use, your violation of any applicable law or regulation, and/or your infringement of any intellectual property right(s). We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim and to reimburse us for the reasonable costs and expenses thereof.

17.  Disclaimer and Limitation of Liability.

a.  EACH OF THE VOLLY WEBSITE AND THE SERVICES ARE BEING PROVIDED “AS IS”, WITHOUT ANY REPRESENTATION, WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY.  VOLLY LLC, OUR AFFILIATES AND EACH OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, AND OUR SUPPLIERS, SPECIFICALLY DISCLAIMS ANY IMPLIED REPRESENTATION, WARRANTIES OF TITLE, MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND THOSE ARISING BY LAW OR THROUGH A COURSE OF DEALING OR USAGE OR TRADE. 

b.  WE DO NOT GUARANTEE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO THE VOLLY WEBSITE OR THE SERVICES, AND OPERATION OF THE VOLLY WEBSITE MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL.  IN NO EVENT SHALL VOLLY LLC, OUR AFFILIATES OR ANY OF OUR OR THEIR OFFICERS, DIRECTORS, EMPLOYEES AND SUPPLIERS BE LIABLE FOR ANY UNAVAILABILITY OR INOPERABILITY OF THE SERVICES OR THE VOLLY WEBSITE, TELECOMMUNICATIONS SYSTEMS OR THE INTERNET, TECHNICAL MALFUNCTION, COMPUTER ERROR, OR OTHER CORRUPTION OR LOSS OF INFORMATION, OR OTHER INJURY, DAMAGE OR DISRUPTION OF ANY KIND THAT IS BEYOND OUR CONTROL.

c.  IN NO EVENT SHALL VOLLY LLC OR OUR AFFILIATES OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY  SPECIAL, INCIDENTAL, CONSEQUENTIAL, INDIRECT OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OR ACCESS TO THE VOLLY WEBSITE, THE SERVICES, OR IN CONNECTION WITH THESE TERMS OF USE (HOWEVER ARISING, INCLUDING NEGLIGENCE).  WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, VOLLY LLC’S MAXIMUM LIABILITY UNDER THESE TERMS OF USE SHALL BE FOR DIRECT, PROVABLE DAMAGES IN AN AMOUNT NOT GREATER THAN THE FEES ACTUALLY PAID BY YOU IN RESPECT OF THE TRANSACTION THAT IS THE SUBJECT OF THE CLAIM.

d.  YOU UNDERSTAND AND AGREE THAT ANY ALERTS OR REMINDERS PROVIDED TO YOU THROUGH THE VOLLY WEBSITE OR THE SERVICES MAY BE DELAYED OR PREVENTED BY A VARIETY OF FACTORS. WE USE GOOD FAITH, COMMERCIALLY REASONABLE PRACTICES TO PROVIDE ALERTS AND REMINDERS IN A TIMELY MANNER WITH ACCURATE INFORMATION, BUT WE CANNOT GUARANTEE THE DELIVERY OR ACCURACY OF THE CONTENT OF ANY ALERT OR REMINDER. IN NO EVENT WILL VOLLY LLC OR OUR AFFILIATES OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES OR OUR SUPPLIERS BE LIABLE FOR ANY (I) DELAYS, FAILURE TO DELIVER, OR MISDIRECTED DELIVERY OF ANY ALERT OR REMINDER; (II) ERRORS IN THE CONTENT OF AN ALERT OR REMINDER; OR (III) ACTIONS TAKEN OR NOT TAKEN BY YOU OR ANY THIRD PARTY IN RELIANCE ON AN ALERT OR REMINDER OR THE FAILURE TO RECEIVE AN ALERT OR REMINDER IN A TIMELY FASHION.

e.  The bills, notices, statements, offers and other communications you receive through the VOLLY Website and the Services are provided by third parties and we do not have any control over the content included in such mailings.  You agree that in no event will Volly LLC or our Affiliates or any of their officers, directors, employees or our suppliers be liable to you or any third party for any inaccuracies or any content included in any third party mailings you receive, or for your failure to receive any intended third party mailings.

f.  You agree that in no event will Volly LLC or our Affiliates or any of their officers, directors, employees or our suppliers be liable to you or any third party for any termination or suspension of your access to your VOLLY Account, the VOLLY Website or the Services.

18.  Arbitration.

Any dispute or claim arising out of your use of the VOLLY Website or the Services, or these Terms of Use, the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or ability of these Terms of Use to arbitration, shall be determined by binding arbitration in the state of Connecticut before one arbitrator.  The arbitration shall be administered by CPR, pursuant to its arbitration rules and procedures then in effect.  Judgment on the award may be entered in any court having jurisdiction.  The decision of the arbitrator shall be rendered within thirty (30) days following conclusion of the arbitration and shall be in writing and shall set forth in detail the reasons for such decision.  The arbitrator shall not award punitive or exemplary damages.  The parties agree that any dispute, claim or controversy arising out of or relating to your use of the VOLLY Website or the Services, or these Terms of Use, the breach, termination, enforcement, interpretation or validity thereof, shall be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class proceeding.

19.  Not a Financial Advisor

NEITHER THE VOLLY WEBSITE NOR THE SERVICES ARE INTENDED TO PROVIDE LEGAL, TAX, OR FINANCIAL ADVICE.  VOLLY IS NOT A FINANCIAL PLANNER, BROKER, OR TAX ADVISOR.  The VOLLY Website and Services are intended only to assist you in organizing your finances. Your personal financial situation is unique, and any information and advice obtained through the VOLLY Website or the Services may not be appropriate for your situation.  Before making any final decisions or implementing any financial strategy, you should consider obtaining additional information and advice from your accountant or other financial advisors who are fully aware of your individual circumstances.

20.  Notices.

Except as explicitly stated otherwise, any notice to Volly LLC shall be given by email to support@volly.com with a registered mail copy to Volly LLC, One Elmcroft Road, Stamford CT 06926, ATTN:  VOLLY Customer Service, or in the case of notice to you, to the email address you provide during the registration process for the VOLLY Website or the last email address you provided Volly LLC with respect to your VOLLY Account.  Notice shall be deemed given twenty-four (24) hours after email is sent, unless the sending party is notified that the email address is invalid.

21.  Miscellaneous.

The validity and interpretation of these Terms of Use and the legal relations of the parties to it shall be governed by the laws of the State of Connecticut, without regard to its conflict of laws principles. If any provision of these Terms of Use is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.  You agree that these Terms of Use and all incorporated terms and conditions may be assigned by Volly LLC in our sole discretion.  Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.  Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.  Certain of your obligations that by their nature extend beyond the term of these Terms of Use, including your limitation of our liability and indemnification obligations, will survive the termination or expiration of these Terms of Use. These Terms of Use set forth the entire understanding and agreement between us with respect to the subject matter hereof.