Effective as of February 06, 2024
The Websites include without limitation: IrvineCompany.com, Careers.IrvineCompany.com, IrvineStandard.com, IrvineCommunityGuide.com, GoodPlanning.org, IrvineRanchOrchards.com, ICResponseInfo.com, DonaldBren.com, IrvineCommunityConnection.com, IrvineCompanyApartments.com, Resident.IrvineCompanyApartments.com, IrvineCompanyOffice.com, OrangeCountyZest.com, FreshAirOC.com, FashionIsland.com, IrvineCompanyRetail.com, IrvineSpectrumCenter.com, ShopTheMarketPlace.com, RetailTherapyApp.com, PelicanHill.com, OakCreekGolfClub.com, NewportBeachMarinas.com, IrvinePacific.com, VillagesofIrvine.com.
The Applications include without limitation: Irvine Company Residents mobile application, TourGuide mobile application and Retail Therapy mobile application.
Irvine’s affiliates include without limitation the entities operating the Websites and Applications listed above and other entities that may be affiliated with Irvine.
If you have a question whether a site is a website of Irvine, or if an entity is an affiliate of Irvine Company LLC, please check the information posted on the site or contact Irvine at [email protected] or 949-720-2000.
PLEASE BE AWARE THAT SECTION 16 OF THIS AGREEMENT, BELOW, CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY DISPUTES THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES ARISING OUT OF OR RELATING TO THESE TERMS OR THE USE OF THE APPLICATIONS OR WEBSITES TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THESE ARBITRATION TERMS: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.
ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE USE OF THE APPLICATIONS OR WEBSITES WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT.
Please carefully read the following Terms before using the Websites or Applications. By accessing or using each Website or Application, you acknowledge that you have read, understood and agree to be bound by these Terms which form an agreement that is effective as if you had signed it. If at any time you do not agree to these Terms, please do not access or use the Website, the Application, or any of its content.
These Terms may be revised or updated from time to time. Accordingly, you should check the Terms regularly for updates. You can determine when the Terms were last revised by referring to the “Last Revised” legend at the top of this page. Each time you access, use or browse the Websites or Applications, you signify your acceptance of the then-current Terms. Any changes in these Terms take effect upon posting and apply only to use of the Websites or Applications and information collected from you on and after Last Revised date, unless we provide notice or have other communications with you.
2) AGE RESTRICTIONS
The Websites and Applications are directed to persons 18 years of age or older. Irvine and the Websites or Applications do not knowingly collect information from children under age 18. If you are under age 13, you are not permitted to use the Websites or Applications or to submit any personally identifiable information to the Websites or Applications. If you provide information to Irvine through the Websites or Applications, you represent and warrant to Irvine that you are 18 years of age or older. If you are 13 –
17 years of age, you may visit, browse and use the information on the Websites or Applications, but you may not submit any personal information to the Websites or Applications, and you represent and warrant to Irvine that you have the permission of your parent or guardian to use the Websites or Applications and any activities on the Websites or Applications, and your parent or guardian agrees to these Terms on your behalf. If you are a parent or guardian and believe Irvine may have inadvertently collected personal information from your child under age 18, please notify Irvine immediately by sending an email to [email protected] including the specific website, application, or line of business to which your request pertains. pertains.
3) PERMITTED USE OF WEBSITES
The content available through the Websites or Applications, including without limitation text, graphics, logos, icons, images, media, data, audio, animation, videos, charts, maps, software and other information and materials (collectively, the “Content”) is the sole and exclusive property of Irvine and/or its licensors. You agree not to reproduce, duplicate, modify, copy, sell, resell or exploit for any commercial purpose, any portion of the Websites or Applications or the Content other than as expressly authorized by Irvine in writing. Use of the Websites or Applications or the Content in any way not expressly permitted by these Terms is prohibited, and may be actionable under United States or international law. You agree not to access or use the Websites or Applications by any means other than through a standard web browser or Irvine’s Applications, as applicable.
You may not duplicate, publish, display, modify, distribute, perform, reproduce, copy, sell, resell, exploit, or create derivative works from any part of the Websites or Applications or the Content unless expressly authorized by Irvine in writing. You agree that you will not remove, obscure, or modify any acknowledgments, credits or legal, intellectual property or proprietary notices, or marks, or logos contained on the Websites or Applications or in the Content.
5) RESTRICTED ACCESS
Some Websites may restrict access to the sites or to sections or features of the sites. A separate agreement that addresses access and use may apply to those sites, sections or features. In the event that you are required to select a username or password to access those sites, sections or features, you are responsible for maintaining the confidentiality of your password and are fully responsible for all uses of your password, whether by you or others. You authorize Irvine to act on instructions received through
use of your password, and agree that Irvine is not liable for any loss or damage arising from your failure to comply with this Section. You agree to immediately notify Irvine of any unauthorized use of your password or any other breach of security.
6) PROPRIETARY RIGHTS
You acknowledge and agree that, as between Irvine and you, all right, title, and interest in and to the Websites or Applications and the Content, including without limitation any patents, copyrights, trademarks, trade secrets, inventions, know-how, and all other intellectual property rights are owned exclusively by Irvine or its licensors, are valid and enforceable, and are protected by United States intellectual property laws and other applicable laws.
All Content included in the Websites is the copyright and property of Irvine or its content suppliers and protected by U.S. and international copyright laws. Permission is granted to electronically copy and print hard copy portions of the Websites for the sole purpose of using the Websites as a personal or internal resource or otherwise for its intended purposes. Any other use, including the reproduction, modification, distribution, transmission, republication, display or performance, of the Content of the Websites, is strictly prohibited.
The trademarks, service marks, logos, slogans, trade names, and trade dress used on the Websites and Applications are proprietary to Irvine or its licensors. Some of those trademarks are listed below. Unauthorized use of any trademark of Irvine may be a violation of federal or state trademark laws. Any third party names or trademarks referenced in the Websites and Applications do not constitute or imply affiliation, endorsement or recommendation by Irvine, or of Irvine by the third parties.
|Exceptional Today. Even Better Tomorrow.®
|Hotel Irvine Jamboree Center®
|Irvine Company Since 1864®
|Irvine Spectrum Center®
|Island Hotel Newport Beach®
|Love Where You Live®
|Oak Creek Golf Club®
|Only in Irvine® & Design
|Orange County Zest®
|Orchard Hills Village Center®
|Style Week Orange County®
|The Irvine Company®
|The Irvine Ranch®
|The Resort at Pelican Hill®
|The Spa at Pelican Hill®
|Vibrant Workplace Communities®
|Villages of Irvine®
|Villages of Orchard Hills®
|We’ve Got It All®
|Where Life and Business Meet, Everyone Prospers®
|Where the Best of Work Meets the Best of Life®
|Work Smart. Live Well.®
7) YOUR INDEMNITY OF IRVINE
8) USER GENERATED CONTENT
Communications Services: The Websites or Applications may have social media pages, blogs, chat areas, forums, comments, rankings, sweepstakes, contests, games, communities, calendars, and/or other message or communication facilities that are designed to enable you and others to communicate with Irvine and other users (collectively, “Communication Services”). You acknowledge that your submissions to the Websites or Applications may be or become available to others. You agree only to post, send, and receive messages and materials that are proper and related to the particular Communication Service and to adhere to these Terms and our “Terms & Use” posted on any Website, Application, or third-party website, platform or application.
Prohibited Actions: You agree that the following actions are prohibited and constitute a material breach of these Terms. This list is not meant to be exhaustive, and Irvine reserves the right to determine what types of conduct it considers to be inappropriate use of the Websites and Applications. In the case of inappropriate use, Irvine or its designee may take such measures as it determines in its sole discretion.
By way of example, and not as a limitation, you agree that when using a Communication Service, you will not:
- Use the Websites or Applications or the Content for any purpose or to take any actions in violation of local, state, national, or international laws, regulations, codes, or rules.
- Violate any code of conduct or other guidelines which may be applicable for any particular Communication Service.
- Take any action that imposes an unreasonable or disproportionately large load on a Website or Application’s infrastructure or otherwise in a manner that may adversely affect performance of the Website or Application or restrict or inhibit any other user from using and enjoying the Communication Service or the Website or Application.
- Use any Website or Application for unauthorized framing or linking, or via automated devices, bots, agents, scraping, scripts, intelligent search or any similar means of access to the Content.
- Aggregate, copy, duplicate, publish, or make available any of the Content to third parties outside the Websites or Applications in any manner.
- Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
- Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material, content, or information.
- Upload or download files that contain software or other material protected by intellectual property laws or other laws, unless you own or control the rights, titles, or interests thereto or have received all necessary consents or rights.
- Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer.
- Use any Website or Application to make available unsolicited advertising or promotional materials, spam, pyramid schemes, chain letters, or similar forms of unauthorized advertising or solicitation.
- Harvest or otherwise collect information about others, including email addresses, without their consent.
- Falsify or delete any author attributions, legal or other notices, or proprietary designations or labels of origin or source.
- Engage in any other action that, in the judgment of Irvine, exposes it or any third party to potential liability or detriment of any type.
User Materials: Any text, photos, videos, graphics, or other images, content, views or links submitted or otherwise made available by users through the Websites or Applications (“User Materials”) are strictly those of the originating author, who is solely responsible for the submitted content. Use of or reliance on User Materials is entirely at your own risk. Irvine does not endorse any User Materials nor vouch for their reliability. Under no circumstances will Irvine be liable in any way for any User Materials.
You acknowledge that Irvine may or may not pre-screen User Materials, but that it and its designees have the right (but not the obligation) in their sole discretion to pre-screen, refuse, edit, modify, delete and/or move any User Materials that are available via the Websites or Applications. Without limiting the foregoing, Irvine and its designees have the right to remove any User Materials that violate these Terms or are otherwise objectionable in Irvine’s sole discretion. Irvine shall have no liability for such removal.
You understand that by using the Websites or Applications, you may be exposed to User Materials that you may consider offensive or objectionable. You agree that you must evaluate, and bear all risks associated with, the use or exposure to any User Materials posted by others. You further acknowledge and agree that you will not rely on any Content or User Materials available on or through the Websites or Applications.
Submissions: You are solely responsible for the User Materials that you post, share, email, transmit or otherwise make available via a Website or Application (“Submission”). All Submissions are subject to these Terms. Irvine is under no obligation to post or use any Submission and may remove any Submission at any time in its sole discretion.
By making a Submission, you represent and warrant that (i) your Submission is true, your own original work, and does not infringe any other person’s or entity’s rights, and that and you own all right, title and interest in your Submission and its parts, and copyright therein; (ii) that you and any other person mentioned or shown in your Submission, and your and their representatives, agents, heirs, executors and assigns, are 18 years old or older, and have the right to grant the rights hereunder concerning Irvine’s or its designees’ use, modification or distribution of the Submission or any part thereof, including without limitation any name, address, likeness, voice, statements, actions or biographical information; (iii) your Submission does not violate any applicable laws or regulations, or the terms or rules of any platform where it was posted, does not include any confidential or private information, and does not infringe or violate any other person’s or entity’s rights; (iv) your Submission does not contain any automated devices, bots, viruses, scripts, or any similar software. You further represent and warrant that you have not been and will not be paid or compensated by anyone else for posting your Submission or any part thereof or for the rights granted to Irvine in these Terms, and no third party agent, manager, union or anyone else is entitled to be paid or compensated as a result of your Submission or the rights granted to Irvine in these Terms. You must own all right, title, and interest, including copyright, to your Submission, and must hold all necessary releases concerning the contents of your Submission and consents and rights to post, distribute, or transmit your Submission. You agree that you must evaluate, and bear all risks associated with, your disclosure of any Submission. By making a Submission, you grant Irvine and its service providers, licensees, assignees and designees an irrevocable, assignable, fully sub-licensable, perpetual, world-wide, royalty-free, fully paid-up, non-exclusive license, in their sole discretion, to use, distribute, reproduce, modify, combine, adapt, publish, translate, rent, lease, sell, publicly perform and publicly display your Submission (in whole or in part), along with your name, username, caption, text, tags, or any part thereof and city/town/village/community of residency, in Irvine’s discretion, on the Websites or Applications or elsewhere, and to use or incorporate all or any part of your Submission into other advertising, promotion, research, analysis or other materials in any format or medium now known or later developed. You hereby waive any right to inspect such use and any claims based on privacy, publicity, defamation, misappropriation, intellectual property or similar claims for any use of your Submission.
On behalf of yourself and your representatives, agents, heirs, executors, administrators and assigns, you hereby release the Irvine Entities and all those acting in conjunction with or under the authority of the Irvine Entities or any of them, from and against all claims, damages, losses, injuries, death or liability of any kind arising from or relating, in whole or in part, directly or indirectly, to your Submission or its use pursuant to these Terms. You acknowledge that you are familiar with the provisions of California Civil Code § 1542, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” Being aware of said code section, you hereby expressly waive any rights you may have thereunder, as well as any other statute or common law principles of similar effect.
9) Notice and Procedures for Making Claims of Copyright or Intellectual Property Infringement
Irvine may, in appropriate circumstances and at its sole discretion, disable and/or terminate use by users who infringe the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide Irvine’s Copyright Agent a Notice containing 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 Website or Application (for example, providing URL(s) in the body of an email is the best way to help Irvine locate content quickly on a Website);
4. your name, 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;
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.
Irvine’s Copyright Agent for Notice of claims of copyright or other intellectual property infringement can be reached in the following ways:
Copyright Agent, Irvine Company LLC
550 Newport Center Drive
Post Office Box 6370
Newport Beach, CA 92660
Links to Other Websites and Search Results: The Websites or Applications may contain links to websites operated by other parties. The Websites or Applications provide these links to other websites as a convenience, and your use of these sites is at your own risk. The linked sites are not under the control of Irvine which is not responsible for the content available on third party sites. Such links do not imply endorsement of information or material on any other site and Irvine disclaims all liability with regard to your access to, use of or transactions with such linked websites. You acknowledge and agree that Irvine shall not be responsible or liable, directly or indirectly, for any damage, loss or other claim caused or alleged to be caused by or in connection with, access to, use of or reliance on any content available on or through any other site or resource.
Links to the Websites: You may link another website to a Website or Application subject to the following linking policy: (i) the appearance, position and other aspects of any link may not be such as to damage or dilute the reputation of Irvine or the Website or Application; (ii) the appearance, position and other attributes of the link may not create the false appearance that your site, business, organization or entity is sponsored by, endorsed by, affiliated with, or associated with Irvine or the Website or Application; (iii) when selected by a user, the link must display the Website or Application on full-screen and not within a “frame” on the linking website; and (iv) Irvine reserves the right to revoke its consent to the link at any time and in its sole discretion. You agree to take down the link if Irvine revokes its consent.
11) MODIFICATIONS TO THE WEBSITES AND APPLICATIONS
Irvine reserves the right at any time and from time to time to modify, suspend, or discontinue, temporarily or permanently, the Websites or Applications, or any portion thereof, or any content, with or without notice. You agree that Irvine will not be liable to you or to any third party for any modification, suspension, or discontinuance of any Website or Application.
12) SUSPENSION AND TERMINATION RIGHTS
Irvine reserves the right, at its sole discretion, immediately and without notice, to suspend or terminate your access to the Websites or Applications or any part thereof for any reason, including without limitation any breach by you of these Terms. You agree that Irvine shall not be liable to you or any third party for any such suspension or termination.
THE WEBSITES AND APPLICATIONS AND CONTENT AND THE INFORMATION, SERVICES, PRODUCTS, SWEEPSTAKES, CONTESTS, DRAWINGS, OR OTHER ACTIVITIES OFFERED, CONTAINED IN OR ADVERTISED ON THE WEBSITES OR APPLICATIONS, INCLUDING WITHOUT LIMITATION TEXT, PHOTOS, VIDEO, GRAPHICS, OR OTHER IMAGES, CONTENT, VIEWS AND LINKS, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IRVINE AND ITS LICENSORS, SUPPLIERS AND RELATED PARTIES DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO SUCH INFORMATION, SERVICES, PRODUCTS AND MATERIALS, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, FREEDOM FROM COMPUTER VIRUS AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. YOUR USE OF THE WEBSITES AND APPLICATIONS AND ANY CONTENT IS ENTIRELY AT YOUR OWN RISK.
Without limiting the foregoing, you are responsible for taking all necessary precautions to ensure that any Content or access to the Websites is free of viruses or other harmful code.
14) LIMITATION ON LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IRVINE AND ITS RELATED PARTIES DISCLAIM ALL LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), STRICT LIABILITY OR ANY OTHER THEORY ARISING OUT OF OR IN CONNECTION WITH THE WEBSITES OR APPLICATIONS, USE, INABILITY TO USE OR PERFORMANCE OF THE INFORMATION, CONTENT, SERVICES, PRODUCTS AND MATERIALS AVAILABLE FROM OR THROUGH THE WEBSITES OR APPLICATIONS. IN NO EVENT SHALL IRVINE OR ANY OF ITS LICENSORS, SUPPLIERS OR RELATED PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, EVEN IF THESE ENTITIES HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OR THE EXISTENCE OF ANY LIMITED REMEDY. WITHOUT LIMITING THE FOREGOING, THE MAXIMUM AGGREGATE LIABILITY OF IRVINE ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE WEBSITES, APPLICATIONS OR THE CONTENT, INFORMATION, MATERIALS, PRODUCTS OR SERVICES ON OR THROUGH THE WEBSITES OR APPLICATIONS SHALL NOT EXCEED FIFTY DOLLARS (U.S.).
Exclusions and Limitations: Because some jurisdictions do not allow limitations on how long an implied warranty lasts, or the exclusion or limitation of liability for consequential or incidental damages, the above limitations may not apply to you. This Limitation of Liability shall be to the maximum extent permitted by applicable law.
15) NOTICE REQUIRED BY CALIFORNIA LAW
Pursuant to California Civil Code Section 1789.3, users are entitled to the following specific consumer rights notice:
The name, address and telephone number of the provider of these Websites and Applications is Irvine Company LLC, 550 Newport Center Drive, Newport Beach, CA 92660, U.S.A., telephone 949-720-2000. Complaints regarding the Site or Content or requests to receive further information regarding use of this Site or Content may be sent to the above address or to
The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Boulevard, Suite S202, Sacramento, CA 95834 or by telephone at (916) 574-7950 or (800) 952-5210.
16) DISPUTE RESOLUTION.
Please read the following terms relating to the parties’ arbitration rights and obligations stated herein (the “Arbitration Terms”) carefully. It requires you to arbitrate disputes with Company and limits the manner in which you can seek relief from us.
16.1 Applicability of Arbitration Terms. You and the Company agree that in the event of any dispute, claim or disagreement between you and the Company arising out of or in relation to: (a) your access to or use of the Website or the Applications; or (b) any matters relating to privacy, collection or use of personal information, data breach, or any alleged violation of federal or state privacy or data breach statutes arising out of your access to or use of the Websites, including but not limited to the California Consumer Privacy Act (CCPA), whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory and whether arising out of or in relation to these Terms or any other agreement (individually, a “Claim” or “Dispute” and collectively, “Claims” or “Disputes”), such Claims or Disputes will be resolved exclusively by binding arbitration rather than in court, except that (1) you may assert Claims or seek relief in small claims court if your Claims qualify; and (2) you or Company may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). These Arbitration Terms shall apply, without limitation, to all Claims that arose or were asserted either before or after the effective date of these Terms or any prior version of these Terms.
16.2 Arbitration Informal Dispute Resolution. Both parties acknowledge and agree that before either party commences arbitration against the other (or initiates an action in small claims court if a party so elects), we will personally meet and confer telephonically or via videoconference, in a good faith effort to resolve informally any Claim covered by this arbitration agreement (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you will also participate in the conference. The party initiating a Claim must give notice to the other party in writing of its intent to initiate an Informal Dispute Resolution Conference (“Notice”), which shall occur within 45 days after the other party receives such Notice, unless an extension is mutually agreed upon by the parties. Notice to the Company that you intend to initiate an Informal Dispute Resolution Conference should be sent by email to address][email protected] or regular mail to the Irvine Company c/o Legal Department, 550 Newport Center Dr. | Newport Beach, California | 92660-7011. Notice to you will be sent to your email address and/or street address that the Company has on file or associated to your Irvine account profile. It is your responsibility to keep your contact information up to date. The Notice must include: (1) your name, telephone number, mailing address, e‐mail address associated with your account (if you have one); (2) the name, telephone number, mailing address and e‐mail address of counsel, if any; and (3) a description of the Dispute. The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree. In the time between a party receiving the Notice and the Informal Dispute Resolution Conference, nothing in this arbitration agreement shall prohibit the parties from engaging in informal communications to resolve the initiating party’s Claim. Engaging in the Informal Dispute Resolution Conference is a condition precedent and requirement that must be fulfilled before commencing arbitration. The statute of limitations, any filing fee deadlines or other deadlines shall be tolled while the parties engage in the Informal Dispute Resolution Conference process required by this section. A court shall have the authority to enjoin the filing or prosecution of arbitrations based on a failure to comply with this informal dispute resolution procedure. A party may raise non-compliance with this informal dispute resolution procedure in court and/or in connection with the arbitration.
16.3 Arbitration Rules and Forum. If the Informal Dispute Resolution Process described above does not resolve satisfactorily within sixty (60) days after receipt of the Notice, you and Irvine agree that either party shall have the right to finally resolve the Dispute through binding arbitration administered by JAMS. The Federal Arbitration Act governs the interpretation and enforcement of these Arbitration Terms. Disputes involving claims, counterclaims, or requests for relief under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other Disputes shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. Any arbitration of a Dispute relating to your access to or use of the Websites or Applications, any products sold or distributed through the Websites or the Applications, primarily for personal, family or household purposes shall also be subject to the allocation of arbitration costs and other requirements of the JAMS Policy On Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness available at https://www.jamsadr.com/consumer-minimum-standards/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any JAMS fees and costs will be solely as set forth in the applicable JAMS arbitration rules.
16.4 Arbitration Procedure. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your Claim to our registered agent: CSC – Lawyers Incorporating Service, 2710 Gateway Oaks Drive, Suite 150N, Sacramento, CA 95833 (the “Request”). A Request to you will be sent to your email address and/or street address that Irvine has on file or associated to your Irvine account profile. It is your responsibility to keep your contact information up to date. The Request must include: (1) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration and the account username (if applicable) as well as the email address associated with any applicable account; (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States Dollars; and (4) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration.
16.5 Selection and Authority of Arbitrator. All arbitrations shall be conducted before a single neutral arbitrator, who shall be licensed to practice law in the jurisdiction where the arbitration shall occur. If the parties are unable to agree upon an arbitrator, then JAMS will appoint the arbitrator in accordance with the applicable JAMS arbitration rules, provided that if the Batch Arbitration process in subsection 16.6 is triggered, JAMS will appoint the arbitrator for each batch. The arbitrator shall have exclusive authority to resolve any Dispute including, without limitation, disputes arising out of or related to the interpretation or application of the Arbitration Terms, including the enforceability, revocability, scope, or validity of the Arbitration Terms, except for the following: (1) all Disputes arising out of or relating to subsection 16.8, including any claim that all or part of that subsection is unenforceable, illegal, void or voidable, or that such subsection has been breached, shall be decided by the courts indicated in subsection 16.11 and not by an arbitrator; (2) except as expressly contemplated in subsection 16.6, all Disputes about the payment of arbitration fees shall be decided only by a court of competent jurisdiction and not by an arbitrator; (3) all Disputes about whether either party has satisfied any condition precedent to arbitration shall be decided by the courts indicated in subsection 16.11 and not by an arbitrator; and (4) all Disputes about which version of the arbitration agreement applies shall be decided only by the courts and not by an arbitrator. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties, except as expressly provided in subsection 16.6.
The arbitrator shall have the authority to grant motions dispositive of all or part of any Claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Terms (including the Arbitration Terms). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us. The decision rendered by the arbitrator may be entered as a judgment in any court of competent jurisdiction.
16.6 Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and Irvine agree that in the event that there are fifty (50) or more individual Claims of a substantially similar nature filed against Irvine by or with the assistance of the same law firm, group of law firms, or organizations, within a thirty (30) day period (or as soon as possible thereafter), JAMS shall (1) administer the arbitration Claims in batches of 50 Claims per batch (plus, to the extent there are less than 50 Claims left over after the batching described above, a final batch consisting of the remaining Claims); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”). All parties agree that Claims are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise JAMS, and JAMS shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree that the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by Irvine. All parties agree to cooperate in good faith with JAMS to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Claims, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings. This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision
16.8 Waiver of Class or Other Non-Individualized Relief. YOU AND COMPANY AGREE THAT, EXCEPT AS SPECIFIED IN SUBSECTION 16.6, EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Subject to this arbitration agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party’s individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under subsection 16.6.
Notwithstanding anything to the contrary in these Arbitration Terms, if a final decision, not subject to any further appeal or recourse, decides that the limitations of this subsection 16.8 are invalid or unenforceable as to a particular Claim or request for relief (such as a request for public injunctive relief), the parties agree that that particular Claim or request for relief (and only that particular Claim or request for relief) shall be severed from the arbitration and may be litigated in the courts described in subsection 16.11. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent the parties from participating in a class-wide settlement of claims.
16.9 Fees. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
16.11 Court actions. If for any reason a Claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or federal court in Orange County, California (except for small claims court actions which may be brought in the county where you reside).
16.12 Severability. Except as provided in subsection 16.8, if any part or parts of these Arbitration Terms are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of these Arbitration Terms shall continue in full force and effect.
16.13 Geographic Location. The Websites and Applications are controlled within the United States of America and directed to individuals residing in the United States. Those who choose to access the Websites or Applications from locations outside of the United States do so on their own initiative, and are responsible for compliance with local laws if and to the extent local laws are applicable. Irvine does not represent that the Websites or Applications or Content are appropriate outside the United States of America. Irvine reserves the right to limit the availability of the Websites or Applications to any person, geographic area or jurisdiction at any time in its sole discretion.
16.14 Future changes to Arbitration Terms. Notwithstanding any provision in these Terms to the contrary, we agree that if Irvine makes any future material change to these Arbitration Terms, it will notify you. Unless you reject the change within thirty (30) days of such change become effective by sending an email to [email protected] or regular mail to the Irvine Company c/o Legal Department, 550 Newport Center Dr., Newport Beach, California, 92660-7011, your continued use of the Sites and/or Applications constitutes your acceptance of any such changes. Changes to these Arbitration Terms shall not apply to any claim that was filed in a legal proceeding against us or you prior to the effective date of the amendment. Changes to these Arbitration Terms do not provide you with a new opportunity to opt out of the Arbitration Terms if you have previously agreed to a version of these Terms and did not validly opt out of arbitration. If you reject any change or update to these Arbitration Terms, and you were bound by an existing agreement to arbitrate Disputes arising out of or relating in any way to your access to or use of the Sites or Applications, any products sold or distributed through the Sites, the Applications, or these Terms, the provisions of these Arbitration Terms as of the date you first accepted the Terms (or accepted any subsequent changes to these Terms) remain in full force and effect. Irvine will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of these Terms.
17) FORCE MAJEURE
Irvine shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control or unforeseen circumstances such as acts of nature or God, fire, flood, earthquake, accidents, strikes, war, terrorism, governmental act, failure of or interruption in common carriers (including without limitation Internet service providers and web hosting providers) or utilities, or shortages of transportation facilities, fuel, energy, labor or materials.
Please direct any questions you may have about these Terms, technical questions or problems with the Websites or Applications, or comments or suggestions to Irvine at or 949-720-2000.