This Section applies to the extent you are engaging with our Sites from the US and in those jurisdictions where this Section is enforceable.

● Disputes. The terms of this Section shall apply to all Disputes between you and Nuvia. For the purposes of this Section, “Dispute” shall mean any dispute, claim, controversy or action between you and Nuvia, including but not limited to disputes concerning these Terms and Conditions, your use of the Sites, and/or privacy or publicity rights, whether in contract, warranty, misrepresentation, fraud, tort, intentional tort, statute, regulation, ordinance, or any other legal or equitable basis. YOU AND NUVIA AGREE THAT “DISPUTE” AS DEFINED IN THESE TERMS AND CONDITIONS SHALL NOT INCLUDE ANY CLAIM OR CAUSE OF ACTION BY NUVIA FOR (1) TRADE SECRET MISAPPROPRIATION; (2) PATENT INFRINGEMENT; (3) COPYRIGHT INFRINGEMENT OR MISUSE; AND/OR (4) TRADEMARK INFRINGEMENT OR DILUTION.

● Opt-Out. You may opt-out of these arbitration procedures and the waiver of class and representative proceedings specified in these Terms and Conditions by sending a written letter to Nuvia at [email protected] within thirty (30) calendar days of your initial agreement to these Terms and Conditions (including your first use of the Sites) that specifies: (1) your name; (2) your mailing address; (3) and your request to be excluded from the final, binding individual arbitration procedure and waiver of class and representative proceedings specified in this Section. In the event that you opt-out consistent with the procedures set forth above, all other terms of these Terms and Conditions shall continue to apply.

● Binding Arbitration. You and Nuvia agree: (1) to arbitrate all Disputes between you and Nuvia pursuant to the provision of these Terms and Conditions; (2) these Terms and Conditions memorialize a transaction in interstate commerce; (3) the Federal Arbitration Act (9 U.S.C. § 1, et seq.) governs the interpretation and enforcement of this Section (notwithstanding the choice-of-law provision contained herein); and (4) this Section shall survive termination in these Terms and Conditions.

● Dispute Notice. In the event of a Dispute, you or Nuvia must first send to the other party a notice of the Dispute that shall include a written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested (the “Dispute Notice”). The Dispute Notice to Nuvia must be addressed to [email protected] (“Nuvia Notice Address”). The Dispute Notice to you will be sent by certified mail to the most recent address we have on file or otherwise in our records for you, or via email if we do not have any such address on file. Within 60 calendar days upon either party receiving the Dispute Notice, the parties shall engage in a good faith informal dispute resolution conference, whether by phone, e-mail, or other channel as agreed between the parties. You and Nuvia will work in good faith to schedule the informal conference at a mutually convenient time. If you are represented by counsel, your counsel may participate in the informal dispute resolution conference, but you shall also fully participate in such discussions. The arbitrator may dismiss any arbitration brought without first proceeding through the informal dispute resolution conference. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the informal dispute resolution process required by this paragraph.

● Mediation. In the event the parties cannot resolve the Dispute via the informal dispute resolution conference, the Dispute must first be submitted to non-binding mediation before a neutral third party before it may proceed to arbitration. Selecting the mediator, the appropriate terms for mediation (including costs), and a date for mediation shall be negotiated in good faith between the parties. The administrative fees associated with mediation shall be negotiated between the parties, but you will not be required to pay any such fees that exceed those fees you would be required to pay if proceeding in a court of law. Such fees also will not include attorneys’ fees and costs, if any, unless awarded during mediation. If the parties cannot agree to appropriate terms concerning mediation, the parties shall be entitled to proceed with an arbitration proceeding pursuant to this Section. The arbitrator may dismiss any arbitration brought without first proceeding through the informal dispute resolution conference. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the informal dispute resolution process required by this paragraph.

● Small Claims Court. Notwithstanding the foregoing, you may bring an individual action in the small claims court of your state, municipality, province, or territory if the action is within that court’s jurisdiction and is pending only in that court.

● CLASS ACTION WAIVER. YOU AGREE THAT YOU MAY BRING DISPUTES AGAINST NUVIA IN AN INDIVIDUAL CAPACITY ONLY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, INCLUDING WITHOUT LIMITATION FEDERAL OR STATE CLASS ACTIONS.

● MASS ACTION WAIVER. You and Nuvia agree that any Dispute between you shall be resolved only in an individual arbitration pursuant to this Section. You and Nuvia expressly waive the right to have any dispute, claim, or controversy brought, heard, administered, resolved, or arbitrated as a Mass Action, as defined below, and neither an arbitrator nor an arbitration provider shall have any authority to hear, arbitrate, or administer any Mass Action to award relief to anyone but the individual in arbitration, unless otherwise provided in this Section.

‍“Mass Action” includes instances in which you or Nuvia are represented by a law firm or collection of law firms that has filed 25 or more arbitration demands of a substantially similar nature against the other party within 180 days of the arbitration demand filed on you or Nuvia’s behalf, and the law firm or collection of law firms seek to simultaneously or collectively administer and/or arbitrate all arbitration demands in the aggregate. Notwithstanding this Section, nothing prevents you or Nuvia from participating in a mass settlement of claims.

● Special Master Appointment. In the event there is a dispute concerning the Mass Action Waiver, the parties agree to resolve such dispute before a Special Master appointed by the arbitration provider and agreed to between the parties. The Special Master shall have authority to resolve disputes concerning: (i) filing fees owed with respect to any Mass Action; (ii) any dispute regarding whether this arbitration agreement has been followed; (iv) whether claimants are barred from proceeding with a Mass Action; (v) any dispute relating to the representation of the same claimant by multiple law firms; (vi) any dispute regarding discovery common to all claims; and (vii) any disputes regarding legal or factual issues common to all claims. If the Special Master determines you violated the Mass Action Waiver, either party shall have the opportunity to opt-out of arbitration within 30 days of the arbitrator’s decision. You may opt-out of arbitration by providing a written notice to [email protected]. Nuvia may opt-out of arbitration by sending written notice of its intention to the arbitration provider and to you or your attorney, agent, or representative. For the avoidance of doubt, the ability to opt-out of arbitration at this stage in the proceedings only applies if the arbitrator or panel of arbitrators determines that you have violated the Mass Action Waiver. If the parties proceed with arbitration, the parties agree to the batching procedures below.

● Batching. After proceedings before the Special Master have concluded, and to the extent any Mass Actions are permitted to proceed, the parties agree that Mass Actions will be batched into groups of no more than 200 demands per batch by state of residence (with any remaining demands batched into a single group). The parties shall inform the arbitrator of the batches and their composition within 14 calendar days of the conclusion of proceedings before the Special Master. The arbitrator provider shall treat each batch of claims as one case, with each case having one demand for arbitration, one appointed arbitrator, and one set of administrative documents and filing fees per batch. The parties shall randomly assign sequential numbers to each batch, and only one batch shall proceed to arbitration at a time in the order of the random sequential numbers. A separate arbitrator will be appointed to, and administrative and filings fees assessed for, each batch as the batch proceeds to arbitration.

● Arbitration Procedure. If a party elects to commence arbitration, the arbitration shall be administered by the American Arbitration Association (“AAA”) and be governed by the AAA Commercial Arbitration Rules and Mediation Procedures (“AAA Commercial Rules”), and other applicable rules, including the AAA Consumer Arbitration Rules (“AAA Consumer Rules”), as modified by these Terms and Conditions. The AAA Commercial Rules and AAA Consumer Rules are available at adr.org. If there is a conflict between the AAA Commercial Rules and AAA Consumer Rules and the rules set forth in these Terms and Conditions, the rules set forth in these Terms and Conditions shall govern. All Disputes shall be resolved by a single neutral arbitrator, and both parties shall have a reasonable opportunity to participate in the selection of the arbitrator. The arbitrator is bound by the terms of these Terms and Conditions. The arbitrator, and not any federal, state, provincial, territorial, 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 and Conditions, including, but not limited to, any claim that all or any part of these Terms and Conditions is void or voidable. 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 binding on the parties and may be entered as a judgment in any court of competent jurisdiction.

● Hearing Format. Unless otherwise agreed, the arbitration shall take place in the State of Utah but may proceed telephonically in the event the total amount of the claim does not exceed $2,500 U.S. dollars (if the claimant so chooses). In all hearing formats, the arbitrator shall issue a written decision that explains the essential findings and conclusions on which an award, in any, is based. During the arbitration, the amount of any settlement offer made by Nuvia, or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Nuvia is entitled. The discovery or exchange of non-privileged information relevant to the Dispute may be allowed during the arbitration.

● Arbitration Fees. The arbitration fees are governed by AAA’s Commercial Arbitration Rules and Mediation Procedures Administrative Fee Schedule (“Commercial Fee Schedule”) or Consumer Arbitration Rules Costs of Arbitration (“Consumer Fee Schedule”), as applicable, and as modified by these Terms and Conditions. AAA’s Commercial Fee Schedule and Consumer Fee Schedule are available at adr.org. You agree that if you initiate the arbitration, you will pay your filing fee. You shall not be required to pay a filing fee that exceeds any amounts you would otherwise be required to pay by applicable law when filing a claim in a court of relevant jurisdiction. You are responsible for all additional costs that you incur in the arbitration, including without limitation, fees for attorneys or expert witnesses.

● Arbitrator's Authority. All issues of arbitrability shall be reserved to the arbitrator. The arbitrator may award relief, including but not limited to monetary, declaratory, injunctive, or other equitable relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief. The decision of the arbitrator shall be in writing and shall briefly set forth the essential findings of fact and legal analysis. A judgment to enforce the award may be entered by a court of competent jurisdiction, however, any award that has been satisfied may not be filed or entered into court.

● Binding Authority / Confidentiality. The parties agree that that they are each waiving their right to a trial by jury to the maximum extent permitted by law, and that the arbitrator’s award shall be final and binding unless the parties otherwise agree in writing. All arbitration proceedings will be confidential and closed to the public and any parties other than you and Nuvia.

● Amendments to this Section. Notwithstanding any provision in these Terms and Conditions to the contrary, you and Nuvia agree that if Nuvia makes any material amendments to the dispute resolution procedure and class action waiver provisions in these Terms and Conditions, Nuvia will notify you and you will have thirty (30) calendar days from the date of notice to affirmatively opt-out of any such amendments by sending a written letter to the Nuvia Notice Address that specifies: (1) your name; (2) your mailing address; and (3) your request to opt-out of such amendments. If you affirmatively opt-out of any future amendments, you are agreeing that you will arbitrate any Dispute between us in accordance with the language of this Section as stated in these Terms and Conditions, without any of the proposed amendments governing. If you do not affirmatively opt-out of any future amendments, you will be deemed to have consented to any such future amendments.

● Severability. If any provision in this Section is found to be unenforceable, that provision shall be severed with the remainder of these Terms and Conditions remaining in full force and effect. The foregoing shall not apply to the prohibition against class or representative actions; if the prohibition against class or representative actions is found to be unenforceable, this entire Section shall be null and void. The terms of this Section shall otherwise survive any termination of these Terms and Conditions.

● Exclusive Venue For Other Controversies. Crumb land you agree that any controversy excluded from the dispute resolution procedure and class action waiver provisions in this Section (other than an individual action filed in small claims court) shall be filed only in the courts located within the State of Utah and each party hereby irrevocably and unconditionally consents and submits to the exclusive jurisdiction of such courts for any such.