Terms & Conditions

EFFECTIVE DATE: June 25, 2020

IMPORTANT NOTICE:  DISPUTES ABOUT THESE TERMS AND THE BLEND TITLE SERVICE ARE SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN THE “MANDATORY ARBITRATION AND CLASS ACTION WAIVER” SECTION BELOW, AS WELL AS A FORUM SELECTION CLAUSE AS DETAILED IN THE “CONTROLLING LAW AND SEVERABILITY” SECTION BELOW.

PLEASE NOTE THAT YOUR USE OF AND ACCESS TO THE SERVICE (DEFINED BELOW) ARE SUBJECT TO THE FOLLOWING TERMS; IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT USE OR ACCESS THE SERVICE IN ANY MANNER.

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Welcome to Blend Title Insurance Agency, Inc, Title365 Company (“Title365”), and affiliates (“Blend Title”, “we”, “our”, or “us”). Please read on to learn the terms, rules, and restrictions (“Terms of Use” or “Terms”) that govern your use of our products, services, and platform (referred to collectively as the “Service”). For purposes of these Terms, “you” and “your” mean the Service account creator, authorized signer, authorized representative, delegate, and/or other authorized user. Further, Blend Title is a separate entity from Blend Labs, Inc. (“Blend Labs”) which hosts the platform through which you may have previously applied for a residential loan or mortgage from your financial services provider. The Service facilitates the process of collecting and providing your information to title insurance underwriters (“Underwriters”), for the purposes of providing settlement services and issuance of a title policy. If you have any questions, comments, or concerns regarding these Terms or the Service, please contact us at info@blendtitle.com.

These Terms of Use are a legal agreement between you and Blend Title. The Terms include the provisions below, as well as those in the Privacy Policy. You acknowledge and agree that, by accessing or using the Service, uploading or posting any content to the Service, or providing or sharing your information to Blend Title through the Service you are indicating that you have read, understand, and agree to be bound by these Terms. If you do not agree to these Terms in their entirety, then you have no right to access or use the Service in any manner.

We may, from time to time, modify or update these Terms of Use as we improve or modify our Service, and reserve the right to do so at our discretion. If so, we will post the updated Terms on the Service page and provide you with an email notice. If you do not agree to, or cannot comply with, the modified Terms in their entirety, you must stop using the Service completely. The updated Terms will take effect after their posting and will apply on a going-forward basis, unless otherwise provided in a notice to you, and except as provided in the Mandatory Arbitration and Class Action Waiver section of these Terms (below). Your continued use of the Service after any such update constitutes your binding acceptance of such changes. Updates to the Terms supersede prior versions of the Terms. You are responsible for reading and understanding the updated Terms. You can direct questions to info@blendtitle.com.

 

1.   Eligibility and Scope

• Eligibility. To use the Service you must be, and represent and warrant that you are, of legal age (18 years of age or older or otherwise of legal age in your jurisdiction) and competence. If you’re agreeing to these Terms on behalf of an organization, entity, or co-applicant, you represent and warrant that you are authorized to agree to these Terms on behalf of that organization, entity, or co-applicant and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization, entity, or co-applicant). If Blend Title has previously prohibited you from accessing the Service, you do not have permission to access the Service.
• Use Outside the United States of America. The Service is controlled and offered by Blend Title from the United States of America. Blend Title makes no representations that the Service are appropriate for use in other locations. Those who access or use the Service from other locations do so at their own risk and are responsible for compliance with local law. Those who access or use the Service from other locations are also subject to jurisdiction as outlined in the Controlling Law and Severability section of these Terms (below).

2.   Account Registration; Account Use

• Account Registration and Confidentiality. You may be required to sign up for a Blend Title Service account (“Account”), in addition to your Blend Labs account (if you have one), and to provide information such as your email address, an account password, answers to security questions, and phone number for creating and authenticating an Account (“Credentials”). If so, you agree to provide us with Credentials that are accurate, complete, and current. We use these Credentials (specifically your email address and phone number) for means of contacting you. You may not use for your Service account an email address or phone number that you do not have the right to use, or another person’s email address or phone number or other identifier with the intent to impersonate that person. In addition, you agree that you will protect the security of your Service e-mail address, phone number, account, and password, and that you will not share your Service account or password with anyone without our written permission. If you fail to follow this Term, you are solely responsible for resulting damages and Blend is relieved of all liability. For information regarding the security of your Credentials and steps you may need to take in order to ensure the security of your Credentials, please consult our Privacy Policy.
• Unauthorized Account Use. You are responsible for any activity associated with your Service account, and for notifying us at info@blendtitle.com if you become aware of any unauthorized access to your Service account. You understand and agree that we may require you to provide information that we will use to confirm your identity and help ensure the security of your Service account. Blend Title will not be liable for any loss, damages, liability, expenses or attorneys’ fees that you may incur as a result of someone else using your Blend Title password or account, as a result of your use or misuse, with or without your knowledge, and regardless of whether you have or have not advised us of such unauthorized use. In such case, you will be liable for losses, damages, liability, expenses and attorneys’ fees incurred by Blend Title or a third party due to someone else’s use of your Service account.

3.   Technical Requirements

Use of the Service may be available through a compatible mobile device with Internet access and require certain software. You agree that you are solely responsible for these requirements, including any applicable changes, updates, and fees associated with them, as well as for complying with the terms of your mobile device and telecommunications provider. BLEND TITLE MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY, OR IMPLIED AS TO (A) THE AVAILABILITY OF A TELECOMMUNICATION SERVICE FROM YOUR PROVIDER OR ACCESS TO A TELECOMMUNICATION SERVICE FROM YOUR PROVIDER AT ANY TIME OR FROM ANY LOCATION; (B) ANY LOSS, DAMAGE, OR SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICE FROM YOUR PROVIDER; AND (C) ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS, OR SETTINGS IN CONNECTION WITH A TELECOMMUNICATION SERVICE FROM YOUR PROVIDER.

4.   Our Proprietary Rights

• Intellectual Property Rights. The Service is owned and operated by Blend Title and contains material which is derived in whole or in part from material supplied by Blend Title and our partners, including Blend Labs, as well as other sources, and is protected by United States copyright laws, international treaty provisions, trademarks, service marks and other intellectual property laws. The Service is also protected as a collective work or compilation under U.S. copyright and other law and treaties. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Service. You acknowledge that the Service has been developed, compiled, prepared, revised, selected, and arranged by Blend Title and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitute valuable intellectual property of Blend Title and such others. You agree to protect the proprietary rights of Blend Title and all others having rights in the Service during and after the term of these Terms and to comply with all reasonable written requests made by Blend Title, our suppliers and licensors of content or otherwise (“Suppliers”), to protect their and others’ contractual, statutory, and common law rights in the Service. You agree to notify Blend Title immediately upon becoming aware of any unauthorized access or use of the Service by any individual or entity or of any claim that the Service infringes upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including without limitation rights in and to all applications and registrations relating to the Service shall, as between you and Blend Title, at all times be and remain the sole and exclusive property of Blend Title.
• Use of Marks. You may not use any of Blend Title’s trademarks, trade names, service marks, copyrights, or logos in any manner which creates the impression that such items belong to or are associated with you or, except as otherwise provided herein, are used with Blend Title’s consent, and you acknowledge that you have no ownership rights in or to any such items.

5.   Authorization to Retrieve and Use Information You Provide

• Data Retrieval Information. By providing information about yourself, including Credentials and third-party account credentials such as usernames, passwords, PINs, other log-in information, and other content (“Data Retrieval Information”), you are licensing such Data Retrieval Information to Blend Title and our agents for the purpose of providing the Service functionality. You represent that you are entitled to provide the Data Retrieval Information to Blend Title to use for the purpose of providing the Service, without any obligation by Blend Title to pay any fees or be subject to any restrictions or limitations. You hereby authorize and permit Blend Title to use and store the Data Retrieval Information for the purpose of providing the Service, including configuring the Service to be compatible with third-party websites that enable Blend Title to provide the Service. Blend Title will store Data Retrieval information in encrypted form and will use the Data Retrieval Information in accordance with these Terms and our Privacy Policy.
• Right to Provide Data Retrieval and Account Information. You represent and warrant to us that you have all rights to the Data Retrieval and Account Information that you provide to us via the Service. You are responsible for the accuracy and completeness of the Data Retrieval and Account Information you provide. You, and not Blend Title, are liable in the event that such Data Retrieval and/or Account Information is not accurate or complete. You agree that you will indemnify, defend, and hold harmless Blend Title for all claims resulting from your unauthorized access to Data Retrieval and/or Account Information, or for any inaccurate or incomplete Data Retrieval and/or Account Information that you provide us. We reserve the right, at our own expense, to assume the exclusive defense and control of such disputes, and in any event, you will cooperate with us in asserting any available defenses.
• Feedback. Feedback you provide to us about your user experience with the Service, by email or through other mediums, excluding personally identifiable consumer information, shall be deemed to be non-confidential, and we assume no obligation to protect such information from disclosure or provide compensation to you. The submission of such information to us shall in no way prevent the purchase, manufacture, or use of similar products, services, plans, and ideas by us for any purpose whatsoever, and we shall be free to reproduce, use, disclose, and distribute the information to others without restriction.

6.   License and Prohibited Conduct

Your License. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, non-transferable, and revocable right to access and use the Service only for your own internal, personal, or non-commercial use, and only in a manner that complies with all local, state, national, and foreign laws, treaties, regulations, and other legal requirements that apply to you or your use of the Service, including those relating to data security and data privacy. If your use of the Service is prohibited by applicable law, then you do not have authorization to use the Service. Blend Title is not responsible for unlawful uses of the Service.

License You Grant Blend Title. Anything you upload, share, store, or otherwise provide, including Data Retrieval and Account Information, is content that you provide. In order to display your content on the Service, you grant us certain rights in that content. As such, you hereby grant Blend Title a license to translate, modify (for technical purposes, such as making your content viewable on a mobile device as well as a computer), reproduce, and otherwise act with respect to such content, in each case to enable us to enhance the operation of the Service, or to provide products or Service to you through or in connection with the Service. You also grant Blend Title a license to aggregate and/or de-identify the information you provide, which Blend Title may use for improving the Service and developing business analytics, as discussed in our Privacy Policy. This is a license only; your ownership in the content you provide is not affected. You agree that the licenses you grant are royalty-free, perpetual, sub-licensable, irrevocable, and worldwide. In addition, please note that the foregoing licenses are subject to our Privacy Policy.

Prohibited Uses. Use of the Service for any illegal purpose, or any other purpose not expressly permitted in these Terms, is strictly prohibited.  Without limitation, you will not:

• Use the Service to harass, abuse, or threaten any other person;
• Provide information that is unlawful, harmful, tortious, defamatory, libelous, or invasive of another’s privacy;
• Use the Service commercially, for benchmarking, or to compile information for any product or service;
• Copy, download (other than for personal use, or as otherwise expressly permitted by these Terms), modify, distribute, post, transmit, display, perform, reproduce, broadcast, duplicate, publish, republish, upload, license, reverse engineer, create derivative works from, or offer for sale any content or other information contained on or obtained from or through the Service by any means except as provided for in these Terms or with the prior written consent of Blend Title;
• Scrape, access, monitor, index, frame, link, or copy any content or information on the Service by accessing the Service in an automated way, using any robot, spider, scraper, web crawler, or any other method of access other than manually accessing the publicly available portions of the Service through a browser or accessing the Service through any approved API;
• Violate the restrictions in any robot exclusion headers of the Service, if any, or bypass or circumvent other measures employed to prevent or limit access to the Service;
• Post material that advocates illegal activity or discusses illegal activities with the intent to commit them (in either case as determined by Blend Title in our sole discretion);
• Upload or otherwise make available any material that contains any software, device, instructions, computer code, files, programs and/or other content or feature that is designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment (including without limitation any time bomb, virus, software lock, worm, self-destruction, drop-device, malicious logic, Trojan horse, trap door, “disabling,” “lock out,” or “metering” device, or any malicious code);
• Attempt to disable, overburden, or impair the proper working of the Service;
• Use the Service to distribute any other party’s intellectual property unless you have the right to do so, or remove or alter any copyright, trademark, or other proprietary notice contained on the Service;
• Make available trade secrets or other confidential or proprietary information, or provide any material that you do not have a right to make available under any law or under contractual or fiduciary relationships, including but not limited to insider information, or confidential or proprietary information learned or disclosed as part of employment relationships or under non-disclosure agreements;
• Falsely state or otherwise misrepresent your affiliation with a person or entity, or impersonate any person or entity;
• Frame, inline link, or similarly display the Service or any portion thereof;
• Violate these Terms or any guidelines or policies posted by Blend Title;
• Facilitate violations of these Terms or the Privacy Policy; and/or
• Interfere with any other party’s use and enjoyment of the Service.

Blend Title reserves the right, but not the obligation, in our sole and absolute discretion, to remove any information provided by you, block access to the Service, and/or deactivate your Service account for violation of these Terms.

7.   Legal Compliance

You acknowledge, consent, and agree that Blend Title may access, preserve, and disclose content you provide us if required to do so by law or in a good faith belief that such access, preservation, or disclosure is permitted by our Privacy Policy or reasonably necessary or appropriate for any of the following reasons: (1) to comply with legal process (e.g., a subpoena, court order, or warrant); (2) to enforce these Terms; (3) to respond to claims that any content violates the rights of third parties; (4) to protect the rights, property, or personal safety of Blend Title, our agents and affiliates, our users, and the public; and/or (5) to address your requests. This includes exchanging information with other companies and organizations for fraud protection, spam/malware prevention, and similar purposes.

Blend Title is licensed as a Title insurance producer and/or settlement services provider in the states where Blend Title offers the Service and related products. Where required, the Service has been approved for use by the applicable departments of insurance, or other governing bodies, and may not currently be available in all states. Blend Title makes no representation that the Service and related products are appropriate or available for use outside of the states where Blend Title is currently providing services through the Service. If you access the Service from other locations, you hereby acknowledge and agree that you are viewing the Service and related products for general informational purposes only.

In addition, please note that Blend Title is not in the business of providing professional services or legal, tax, insurance, or other advice through or relating to this Service. Please consult your professional advisors with questions relating to your use of the Service or policy options.

8.   WARRANTIES AND DISCLAIMERS

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK. BLEND TITLE DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES CONCERNING ANY CONTENT CONTAINED IN OR ACCESSED THROUGH THE SERVICE, AND WE WILL NOT BE RESPONSIBLE OR LIABLE FOR THE ACCURACY, COPYRIGHT COMPLIANCE, LEGALITY, OR DECENCY OF MATERIAL CONTAINED IN OR ACCESSED THROUGH THE SERVICE. WE MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING SUGGESTIONS OR RECOMMENDATIONS OF PRODUCTS OR SERVICES OFFERED OR PURCHASED THROUGH THE SERVICE. PRODUCTS AND SERVICES OFFERED OR PURCHASED (WHETHER OR NOT FOLLOWING SUCH RECOMMENDATIONS AND SUGGESTIONS) THROUGH THE SERVICE ARE PROVIDED “AS IS” AND WITHOUT ANY WARRANTY OF ANY KIND FROM BLEND TITLE OR OTHERS (UNLESS, WITH RESPECT TO SUCH OTHERS ONLY, PROVIDED EXPRESSLY AND UNAMBIGUOUSLY IN WRITING BY A DESIGNATED THIRD-PARTY FOR A SPECIFIC PRODUCT OR SERVICE). THE SERVICE IS PROVIDED ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OR ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.

ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SERVICE IS DOWNLOADED AND USED AT YOUR SOLE DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE DEVICE, SOFTWARE, TECHNOLOGY OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH CONTENT.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BLEND TITLE OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY.

BLEND TITLE MAKES NO REPRESENTATION, WARRANTY, GUARANTEE, OR PROMISE THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR ACHIEVE ANY PARTICULAR RESULTS.

9.   LIMITATION OF LIABILITY

TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL BLEND TITLE BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) $100 OR (II) THE AMOUNTS PAID BY YOU TO BLEND TITLE IN CONNECTION WITH THE SERVICE IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM.

If you are a California resident, you hereby waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” This release includes the criminal acts of others.

In the event that you have a dispute with any third-party, you agree that Blend Title is under no obligation to become involved on your behalf. You release Blend Title, and our officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way relating to such disputes and/or the Service.

10.       Exclusions and Limitations

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages such as above in Sections 8 and 9. Accordingly, some of the above limitations may not apply to you.  If you are a New Jersey resident, or a resident of another state that permits the exclusion of these warranties and liabilities, then the limitations in Sections 8 and 9 specifically do apply to you.

11.       Indemnity

YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD BLEND TITLE AND OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, SHAREHOLDERS, AFFILIATES AND REPRESENTATIVES (AND ALL SUCCESSORS AND ASSIGNS OF ANY OF THE FOREGOING) HARMLESS FROM AND AGAINST ANY CLAIM OR DEMAND, INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES AND DISBURSEMENTS, MADE IN CONNECTION WITH OR ARISING OUT OF YOUR VIOLATION OF THESE TERMS OR OUR PRIVACY POLICY, AND/OR YOUR SUBMISSION, POSTING, OR TRANSMISSION OF CONTENT TO THE SERVICE.  WE RESERVE THE RIGHT, AT OUR OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF SUCH DISPUTES, AND IN ANY EVENT, YOU WILL COOPERATE WITH US IN ASSERTING ANY AVAILABLE DEFENSES.

12.       Third Party Links and Service

Blend Title has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of, or opinions expressed in, any third-party or Underwriter websites or by any third-party or Underwriter that you interact with through the Service. In addition, Blend Title will not and cannot monitor, verify, censor, or edit the content of any third-party or Underwriter website or service. By using the Service, you release and hold us harmless from any and all liability arising from your use of any third-party website or service.

13.       Modification and Termination

• Modification of Service. Blend Title reserves the right at any time to modify or discontinue, temporarily or permanently, the Service (or any part thereof), with or without notice. You agree that Blend Title shall not be liable to you or any third-party for any modification, suspension, or discontinuance of the Service.
• Termination. These Terms are effective unless and until terminated by you or us. We may, in our sole and absolute discretion, deny you access to all or part of the Service at any time for any or no reason at all, with or without notice to you. Grounds for such termination shall include, but not be limited to, (a) breaches or violations of these Terms or other agreements, (b) requests by law enforcement or government agencies, (c) discontinuance or material modification of the Service (or any part thereof), (d) unexpected technical or security issues or problems, (e) extended periods of inactivity, (f) activities related to protecting the rights, property, or safety of Blend Title, our agents and affiliates, or our users and the public, or (g) if you provide any information, including Credentials or Data Retrieval Information, that is false, inaccurate, misleading or misidentifying yourself, out-of-date, or incomplete. If we terminate your right to access the Service, these Terms will terminate and all rights you have to access the Service will immediately terminate; however, certain provisions of these Terms will still apply post-termination, including without limitation, the Mandatory Arbitration and Class Action Waiver provisions. Termination of your Service account may also include, at Blend Title’s sole discretion, the deletion of your Service account and/or content.

14.       MANDATORY ARBITRATION AND CLASS ACTION WAIVER

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

• Application. You and Blend Title agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. This Section 15 is intended to be interpreted broadly and governs any and all disputes between us including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; claims that arose before these Terms or any prior agreement (including, but not limited to, claims related to advertising); and claims that may arise after the termination of these Terms. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims, as provided below.
• Initial Dispute Resolution. Most disputes can be resolved without resorting to arbitration. If you have any dispute with us, you agree that before taking any formal action, you will contact us at info@blendtitle.com, and provide a brief written description of the dispute and your contact information (including your username, if your dispute relates to a Service account). Except for intellectual property and small claims court claims, the parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with Blend Title, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration.
• Binding Arbitration. If the parties do not reach an agreed-upon solution within a period of thirty (30) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then either party may initiate binding arbitration as the sole means to resolve claims, (except as provided below regarding intellectual property and small claims court claims) subject to the terms set forth below. Specifically, all claims arising out of or relating to these Terms (including the Terms’ formation, performance, and breach), the parties’ relationship with each other, and/or your use of Blend Title shall be finally settled by binding arbitration administered by JAMS in accordance with the JAMS Streamlined Arbitration Procedure Rules for claims that do not exceed $250,000 and the JAMS Comprehensive Arbitration Rules and Procedures for claims exceeding $250,000 in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions.
• Arbitrator’s Powers. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms including but not limited to any claim that all or any part of these Terms is void or voidable, whether a claim is subject to arbitration, or the question of waiver by litigation conduct. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be written and shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.
• Filing a Demand. To start an arbitration, you must do the following: (a) Write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.jamsadr.com); (b) Send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS, Two Embarcadero Center, Suite 1500, San Francisco California 94111; and (c) send one copy of the Demand for Arbitration to us at: Blend Title Insurance Agency, Inc., 1140 Broadway, Suite 800, New York, NY 10001.

To the extent the filing fee for the arbitration exceeds the cost of filing a lawsuit, Blend Title will pay the additional cost. If the arbitrator finds the arbitration to be non-frivolous, Blend Title will pay the fees invoiced by JAMS, including filing fees and arbitrator and hearing expenses. You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise.

The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court. Arbitration may take place in the county where you reside at the time of filing, unless you and we both agree to another location or telephonic arbitration.

• Class Action Waiver. The parties further agree that the arbitration shall be conducted in the parties’ respective individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND BLEND TITLE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
• Exception: Litigation of Intellectual Property and Small Claims Court Claims. Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations, or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.
• 30-Day Right to Opt Out. You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt out to at info@blendtitle.com with the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” The notice must be sent within thirty (30) days of your first use of the Service. Otherwise you shall be bound to arbitrate disputes in accordance with the terms of these paragraphs. If you opt out of these arbitration provisions, Blend Title also will not be bound by them.
• Changes to This Section. Blend Title will provide thirty (30) days’ notice of any changes to this section by posting on the Service. Amendments will become effective thirty (30) days after they are posted on the Service or sent to you by email. Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this subsection on “Changes to This Section” is not enforceable or valid, then this subsection shall be severed from the section entitled Mandatory Arbitration and Class Action Waiver, and the court or arbitrator shall apply the first Mandatory Arbitration and Class Action Waiver section in existence after you began using the Service.
• Survival. This Mandatory Arbitration and Class Action Waiver section shall survive any termination of your use of the Service.

15.       Controlling Law and Severability

These Terms will be interpreted in accordance with the laws of the State of California, without regard to its conflict-of-law provisions. For all purposes of these Terms, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in, respectively, San Francisco County, California, or the Northern District of California. If any part of these Terms is considered invalid, it shall be enforced as effectively as possible while all other provisions remain in full effect.

16.       GENERAL TERMS

• Force Majeure. Under no circumstances shall Blend Title or our licensor or supplier be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond our reasonable control.
• No Waiver; Severability. No waiver of any term of these Terms will be binding unless in writing, no waiver of any term of these Terms will be deemed a further or continuing waiver of such term or any other term, and the failure of Blend Title to exercise or enforce any right or remedy in these Terms does not waive that right or remedy. If an arbitrator or a court of competent jurisdiction finds any provision of these Terms to be invalid, the parties agree that the court should endeavor to give effect, to the maximum extent permitted by law, to the parties’ intentions as reflected in the provision, and the other provisions of these Terms will remain in full force and effect.
• Third-Party Beneficiaries. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.
• Statute of Limitations. Except for residents of New Jersey, you agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Service and/or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
• Miscellaneous. These Terms (and all terms and conditions incorporated herein) constitute the entire agreement between you and Blend Title and govern your use of the Service provided by Blend Title and supersede any prior agreements between you and Blend Title on the subject matter. These Terms, and any rights or licenses granted hereunder, may not be assigned or delegated by you. These Terms, and any rights or licenses granted hereunder, may be assigned or delegated by Blend Title without restriction. These Terms bind and inure to the benefit of each party and the party’s successors and permitted assigns. These Terms may not be modified by an oral statement by a representative of Blend Title. No agency, partnership, joint venture or employee-employer relationship is intended or created by these Terms. You agree that any agreements made by and between you and us in electronic form are as legally binding as if made in physical written form. These Terms will not be construed against the drafter. The section titles in these Terms are for convenience only and have no legal or contractual effect.
• Notices. We may deliver notice to you by email, posting a notice on the Service, or any other method we choose, and such notice will be effective on dispatch. If you give notice to us, it will be effective when received and processed and you must use the following email address: info@blendtitle.com.

17.       Questions

If you have any questions or concerns regarding our Terms of Use, please send us a detailed message to info@blendtitle.com and we will try to resolve your concerns.

Blend Title Insurance Agency, Inc.
1140 Broadway, Suite 800
New York, NY 10001
info@blendtitle.com