MANDATORY BINDING ARBITRATION NOTICE
THIS BROOOG, LTD. END USER AGREEMENT CONTAINS A LEGALLY BINDING MANDATORY ARBITRATION AND WAIVER OF JURY TRIALS AND CLASS ACTIONS PROVISION GOVERNING DISPUTES ARISING FROM YOUR USE OF BROOOG, LTD.’S SERVICES.
This provision affects your legal rights as detailed in **Section 9** below. Please review this provision carefully before agreeing to be legally bound by this Agreement.
This BROOOG, LTD. End User Agreement, and any addenda, order forms, exhibits, schedules, appendices, and amendments thereto and incorporated herein (collectively, “Agreement”) is a legally binding agreement between you, the end user of BROOOG, LTD.’s websites, mobile and other applications, products, services, software, and accompanying documentation (each, a “Service,” collectively, “Services”) and any entity that you represent (“you,” “your”), and BROOOG, LTD. and its affiliates (“BROOOG,” “we,” “our,” or “us”).
BY ACTIVATING, USING, AND/OR ACCESSING THE SERVICES, YOU REPRESENT AND WARRANT THAT YOU ARE AT LEAST 18 YEARS OF AGE, OR THE AGE OF LEGAL MAJORITY IN YOUR JURISDICTION, AND YOU ACCEPT AND AGREE TO BE LEGALLY BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU MUST NOT ACTIVATE, USE, AND/OR ACCESS THE SERVICES.
1. Limited License and Restrictions
Subject to the terms of this Agreement, BROOOG grants to you a limited, revocable, non-exclusive, non-assignable, non-sublicensable, and non-transferable license, to access, display, and use the Services for:
- Corporate/Business Use: For internal business purposes only and not for resale (for designated corporate Services).
- Personal Use: By a natural person for personal, noncommercial purposes only (for all other Services).
1.A. License Restrictions
The license granted is limited. You may not, and may not permit others to:
- Resell or distribute the Services, in whole or in part.
- Reverse engineer, decompile, decode, decrypt, disassemble, or in any way derive source code from, the Services.
- Modify, translate, adapt, alter, or create derivative works from the Services.
- Distribute, sublicense, rent, lease, loan, or grant access to or use of, the Services to any third party.
1.B. Updates
You acknowledge that BROOOG may, in its sole discretion, cause the Services to download and install updates (bug fixes, patches, new features, etc.). If you fail to allow the Services to download and install such updates, the Services may not function as intended or at all. BROOOG has no obligation to make any updates available to you.
2. Amendments to this Agreement
BROOOG may modify this Agreement at any time for any reason, including to reflect changes to applicable law or changes to our Services. We will indicate that changes have been made by updating the “Last Updated:” date at the beginning of this Agreement. You should review this Agreement regularly.
If you do not accept any modifications, your sole and exclusive remedy is to terminate your use of the Services. If you terminate due to a modification, we will refund, on a pro-rata basis, any unearned pre-paid Fee that you paid for the Services, provided you have not breached this Agreement.
By continuing to use or access the Services after the modifications are in effect for thirty (30) days, you are deemed to be bound by the modified Agreement and you will have no right to any refund under this section.
3. Fees, Payment, and Refund Policy
3.A. Fees and Payment
You shall pay all fees charged by BROOOG for each of the Services (“Fees”) in accordance with the relevant pricing plan (“Pricing Plan”). We generally charge Fees on a pre-paid subscription basis.
You agree to pay all applicable taxes (e.g., VAT, sales tax) and third-party fees (e.g., mobile carrier fees, foreign exchange fees) associated with your purchase and/or use of the Services. BROOOG is not responsible for these third-party fees.
3.B. Free Trials and Beta Versions
We may offer temporary free trial or beta versions of the Services. Free trial versions may not contain full functionality and may have certain features disabled. Beta versions do not represent the final product and may contain bugs.
3.C. Refund Policy
We offer a money-back guarantee subject to the following terms and conditions:
- VPN Unlimited Service: We offer a refund for a period of thirty (30) days after your initiation of a subscription for the BROOOG VPN Unlimited Service.
- All Other Services: We offer a refund for a period of seven (7) days after your initiation of a subscription for all other Services.
- Recurring Subscriptions: For recurring subscriptions, the refund period (7 or 30 days) applies only to the **first payment** (the initial subscription Fee). Any and all subsequent renewal payments of a recurring subscription Fee are **not** eligible for a refund.
You must claim your refund directly from the third-party payment processor used for the purchase. Brooog does not control, and is not responsible for, the third-party payment processors’ refund process.
4. Electronic Agreement and Communications
By using the Services, you consent to transact business with us electronically and to receive all notices, communications, invoices, policies, and agreements (“Disclosures”) from us electronically. You agree that electronic Disclosures satisfy any legal requirement that such communications be in writing.
5. User Obligations and Acceptable Use
You agree to comply with all applicable laws and regulations in connection with your use of the Services. You are solely responsible for all activities that occur under your account.
You agree not to use the Services to:
- Violate any law, statute, ordinance, or regulation.
- Engage in any criminal or tortious activity, including child pornography, fraud, drug dealing, gambling, harassment, stalking, spamming, copyright infringement, or trade secret infringement.
- Interfere with or disrupt the integrity or performance of the Services or any data contained therein.
- Attempt to gain unauthorized access to the Services or its related systems or networks.
Your use of the Services must also comply with the terms set forth in our Privacy Policy and any Service-specific addenda.
6. Uptime and Disclaimers of Warranty
6.A. Uptime Commitment
We make commercially reasonable efforts to provide an Uptime for each Service of **99.9% or better** during each month. “Uptime” calculation excludes downtime resulting directly or indirectly from scheduled technical maintenance and repair.
6.B. No Warranties
THE SERVICES ARE PROVIDED ON AN “AS IS,” “WHERE AVAILABLE,” AND “AS AVAILABLE” BASIS. USE OF THE SERVICES IS AT YOUR OWN RISK.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
BROOOG, its processors, suppliers, and licensors do not warrant that the Services will be available at any particular time or location, uninterrupted, or secure; or that any defects or errors will be corrected.
7. Limitation of Liability and Indemnification
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BROOOG, ITS AFFILIATES, AGENTS, DIRECTORS, OR EMPLOYEES BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES) RESULTING FROM YOUR USE OF, OR INABILITY TO USE, THE SERVICES.
You agree to defend, indemnify, and hold harmless BROOOG and its affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt arising from: (i) your use of and access to the Services; (ii) your violation of any term of this Agreement; or (iii) your violation of any third-party right, including, without limitation, any privacy or intellectual property right.
8. Termination of Agreement
8.A. Termination by Brooog
We may terminate this Agreement and block, restrict, suspend, or revoke your access to and/or use of the Services for any reason or no reason, at any time, without notice to you. We may also terminate if you breach this Agreement, pose an unacceptable fraud risk, provide false information, or engage in illegal or improper conduct.
We will not be liable to you for compensation, reimbursement, or damages of any kind in connection with any termination or suspension.
8.B. Termination by You
You may terminate this Agreement by notifying BROOOG by emailing us at [email protected] or by deleting your account at [Link to Account Deletion Page].
Except as otherwise provided in the Refund Policy (Section 3.C), pre-paid Fees are not refundable upon any termination or expiration of this Agreement.
9. Mandatory Binding Arbitration
YOU AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING NOW OR IN THE FUTURE UNDER OR RELATING IN ANY WAY TO THIS AGREEMENT, OR TO THE SERVICES ("CLAIMS") SHALL BE RESOLVED BY BINDING MANDATORY ARBITRATION.
9.A. Waiver of Jury Trial and Class Actions
ARBITRATION REPLACES THE RIGHT TO GO TO COURT, AND YOU THEREFORE AGREE TO WAIVE ANY RIGHT THAT YOU OR BROOOG MIGHT OTHERWISE HAVE HAD TO A JURY TRIAL OR THE OPPORTUNITY TO LITIGATE ANY CLAIMS IN COURT BEFORE EITHER A JUDGE OR JURY.
YOU FURTHER AGREE THAT YOU WILL NOT BE ABLE TO BRING A CLASS ACTION OR OTHER REPRESENTATIVE ACTION TO LITIGATE ANY CLAIMS IN COURT BEFORE EITHER A JUDGE OR JURY, NOR WILL YOU BE ABLE TO PARTICIPATE AS A CLASS MEMBER IN A CLASS ACTION OR OTHER REPRESENTATIVE ACTION IN ARBITRATION OR IN COURT.
9.B. Arbitration Rules and Location
This binding mandatory arbitration provision applies to all Claims. This Agreement and arbitration provision is made pursuant to a transaction involving interstate commerce and shall be governed by the United States Federal Arbitration Act, 9 U.S.C. §§ 1-16, as it may be amended.
The party filing a Claim in arbitration must file its Claim before JAMS or the American Arbitration Association under the rules of such arbitration administrator in effect at the time the Claim is filed. Arbitration hearings shall be held at a place within Bronx County or New York County, New York, and each Party hereby consents to personal jurisdiction in New York.
10. Miscellaneous Legal Terms
10.A. Governing Law
This Agreement shall be governed by the laws of the State of New York, without regard to its conflict of law principles.
10.B. Notice
We may provide notice to you by email, postal mail, or postings within the Services. You may provide notice to us by email at [email protected] or by postal mail at our corporate address.
10.C. Force Majeure
Neither party will be liable for any failure or delay in performance, due in whole or in part, to causes beyond its reasonable control, including, without limitation, utility failures, internet failure, acts of war or terror, or natural disasters.
Except for any payment obligations, the affected party will be excused from such performance to the extent of such failure or delay.
10.D. Survival
Upon any termination or expiration of this Agreement, Sections 6 (No Warranties), 7 (Limitation of Liability and Indemnification), 9 (Mandatory Binding Arbitration), and 10 (Miscellaneous Legal Terms) will survive such termination or expiration.