Terms & Conditions
U.S. Terms of Service
Effective Date: April 22, 2022
Date Last Updated: April 22, 2022
PLEASE READ THESE TERMS CAREFULLY. THESE TERMS CONTAIN VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU. THESE TERMS REQUIRE THAT ALL DISPUTES BE TAKEN TO ARBITRATION, RATHER THAN BROUGHT TO JURY TRIAL OR AS A CLASS ACTION.
By using our Services, you represent and warrant that you are at least eighteen (18) years old. If we discover or have any reason to suspect that you are not at least 18 years old, we reserve the right to suspend or terminate your access to the Site or Services immediately and without notice.
• Additional Terms
Prior to accessing and using certain areas of the Site or Services (such as when you purchase a product in accordance with our Terms and Conditions of Sale), you may be presented and required to agree to additional terms in lieu of or in addition to these Terms ("Additional Terms"). Additional Terms may be presented online or offline, in either electronic or hardcopy form. In the event of a conflict between these Terms and any Additional Terms, the Additional Terms will govern.
• Account Registration
If you register an Account, your ability to use the Site or Services as intended requires you to provide Serial 1 with current, complete, and accurate information. If we reasonably believe you have provided any untrue, inaccurate, misleading, outdated, or incomplete information, we have the right to suspend or terminate your account and deny you access to any or all features of our Site. Serial 1 also retains the right to deactivate or delete Accounts at any time for any reason in its sole discretion.
By registering for an Account, you agree to accept responsibility for all activities that occur under that Account, including for keeping your password secret and secure. You must notify Serial 1 immediately if you suspect any unauthorized use of your Account or any other breach of security.
• Account De-Linking Upon Resale
If you re-sell, or otherwise transfer ownership of, your Connected eBike you agree to take the following steps:
- Before re-selling or otherwise transferring ownership and possession of the Connected eBike you agree to remove or de-register the Connected eBike from your Account or App and ensure you are no longer able to track the Connected eBike's geolocation.
- You agree to indemnify and hold harmless Serial 1 for and from any claims or damages relating to your failure to take the above steps.
• Connectivity Availability
Some Services are provided through the use of wireless communication networks and satellite positioning systems (hereinafter referred to as "Wireless Communications"). If your Connected eBike is not located within the range of wireless service provided by the operator, Serial 1 will not be able to provide such Services. Similarly, if the location of your Connected eBike is unable to receive Wireless Communications signals, the Wireless Communications signal is blocked, or the Wireless Communications signal is not compatible with the hardware of your Connected eBike, Serial 1 will not be able to provide such Services. The geographical location of the Connected eBike may affect the quality and efficiency of the Services (including but not limited to navigation services). You acknowledge that the Services may be disrupted by short-term capacity related issues due to peak loads on the Services or by failures in the telecommunications systems of, or operated by, third parties. You further acknowledge that the Services may be restricted (including the quality and efficiency of the Services) in part by the regional reception and transmission area of the radio transmitters operated by the respective network providers and may also be impacted by atmospheric conditions, topographical conditions, the geographical position of the Connected eBike and any obstructions.
You acknowledge that usage of third-party services may be subject to the payment of a fee and/or acceptance of third-party specific terms. You further acknowledge that third-party specific terms may also apply to the processing of personal data by such third parties. To the maximum extent permitted by applicable law, Serial 1 shall not be liable for the unavailability or non-functionality of such third-party services (including, but not limited to Wireless Communications) or personal data processing practices by such third-parties.
• Promotions and Offers
We may offer certain promotions and offers on our Site, which are subject to change, with or without notice. These promotions and offers are provided only on select Connected eBikes and are subject to availability. Other restrictions, taxes, fees, including administrative fees, and Additional Terms may apply.
Any buy one get one free/discounted offer automatically defaults to the less expensive product unless otherwise specified
• Proprietary Rights & License
All Serial 1 logos, trademarks or registered trademarks, service marks, product, or company names in the US and/or other countries, are the property of Serial 1. Other logos, trademarks, services marks, product, or company names mentioned herein are the property of their respective owners.
All images, illustrations, designs, photographs, video clips, text, icons, research, insights, portfolios, reports, written information, and other materials that appear on this Site, our Service, or in our App, and all other applications developed for products or services offered by Serial 1 (collectively, the "Content") are subject to copyright, trademark, service mark, trade dress and other intellectual property rights or licenses held by Serial 1. Your use of the Content displayed on this Site, other than as provided in the Terms or any Additional Terms, is strictly prohibited. No right, title or interest in any downloaded materials is transferred to you because of any such downloading. Except as permitted in the Terms or Additional Terms, you may not copy, download, reproduce, modify, publish, distribute, transmit, transfer, create derivative works from, or otherwise exploit the Content. Serial 1 and its affiliates and licensors reserve complete title and full intellectual property rights in any Content you download from this Site and reserve all intellectual property rights that are not expressly reserved herein. Any defined terms, whether capitalized or otherwise, carry the meaning assigned to them in the Terms.
• Site and Content Use
Accessing the Site or Service, or using our App, does not authorize you to use any name, logo, trademark or service mark in any manner. We only grant you permission to display, download, and print in hard copy format other Content for the purposes of using the Site for personal reasons. You do not have permission to copy, reproduce, distribute, republish, download, display, post electronically or mechanically, transmit, record, mirror, or photocopy any of the Content without the prior written permission of Serial 1 or the applicable owner. Specifically, you may not:
- Modify copies of any Content.
- Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
- Delete or alter any copyright, trademark, or other proprietary rights notices from copies of Content.
- Access or use any part of the Content or any Services or materials available through the Site or App for purposes other than those granted by these Terms or under Additional Terms.
Serial 1 may grant third parties the right to link another website to the Site or Service through a URL linking mechanism supplied by Serial 1. Any request for such right must be made to Serial 1 in writing. Any alteration, change, modification, adjustment, or revision to the linking mechanism must be approved by Serial 1 in writing prior to implementation. The permissions described above will terminate automatically if you breach any of these Terms or Additional Terms. Any other use of the Content on this Site including reproduction for purposes other than as granted to you, and including any reproduction, modification, distribution, or republication may violate copyright or trademark laws, and, without the prior written permission of Serial 1, is strictly prohibited.
The Site and Services may be protected by technical and organizational security mechanisms. If you violate or attempt to disable or subvert any of the security protections employed by Serial 1, through the Site or Services you may face civil or criminal liability. We will investigate all suspected violations and may involve or cooperate with law enforcement authorities in prosecuting users who are involved in such violations. We reserve the right to disable your Account, password, or other identifier at any time and in our sole discretion if, in our opinion, you have violated any provision of these Terms, or Additional Terms.
• User-Generated Content
Serial 1 may now or in the future offer users of the Service the opportunity to create, build, post, upload, display, publish, distribute, transmit, broadcast, or otherwise make available on or submit through the Service reviews, messages, text, illustrations, files, images, graphics, photos, comments, feedback, surveys, responses, sounds, music, videos, information, content, data, questions, suggestions, personally identifiable information, or other information or materials and the ideas contained therein (collectively, "User-Generated Content"). Serial 1 does not control and is not responsible or liable for any User-Generated Content. You acknowledge, represent, and agree that all User-Generated Content submitted through your Account is submitted voluntarily and is not confidential or proprietary and that Serial 1 will not treat it as such.
When submitting User-Generated Content, you grant to Serial 1 a worldwide, royalty-free, transferrable, sublicensable, non-exclusive, perpetual, irrevocable license to the User-Generated Content to make, use, copy, modify, adapt, create derivative works of, publicly perform or display, import, broadcast, transmit, distribute, license, publish, translate, offer to sell, and sell, rent, lease or lend copies of the Use-Generated Content (and derivative works thereof), and to publish your name and other information about you in connection with the User-Generated Content. Serial 1 is under no obligation to post User-Generated Content on the Site and may, in its discretion, edit, modify, block, refuse to post, or remove any User-Generated Content at any time. You represent and warrant that you have the rights necessary to grant the rights in this Section and that the User-Generated Content does not: (i) infringe the rights of Serial 1 or any third party; (ii) violate any agreement with Serial 1 or any third party; (iii) violate any applicable law or regulation; (iv) contain anything that is fraudulent, untrue, harassing, libelous, defamatory, abusive, tortious, threatening, obscene, hateful, harmful or otherwise objectionable as determined in Serial 1's sole discretion; and (v) cause any damage to Serial 1's business, reputation, employees, members, users, or facilities.
If Serial 1 suspects violations of the foregoing, Serial 1 may institute legal action and cooperate with law enforcement authorities in bringing legal proceedings against violators.
• Copyright Complaints
Serial 1 will respond appropriately to notices of alleged copyright infringement that comply with the U.S. Digital Millennium Copyright Act ("DMCA"), as set forth below. If you own a copyright in a work (or represent such a copyright owner) and believe that your (or such owner's) copyright in that work has been infringed by an improper posting or distribution of it via the Service, then you may send us a written notice that includes all of the following:
- A subject line that says: "DMCA Copyright Infringement Notice;"
- A description of the copyrighted work that you claim has been infringed or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
- A description of where the material that you claim is infringing or is the subject of infringing activity is located that is reasonably sufficient to permit us to locate the material (please include the URL or page of the Service on which the material appears);
- Your full name, address, telephone number, and email address;
- A statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
- A statement by you, made under penalty of perjury, that all the information in your notice is accurate, and that you are the copyright owner (or, if you are not the copyright owner, then your statement must indicate that you are authorized to act on the behalf of the owner of an exclusive right that is allegedly infringed); and
- Your electronic or physical signature.
Serial 1 will only respond to DMCA Notices that it receives by mail or email at the addresses below:Serial 1 Cycle Company, LLC
3451 North Triumph Blvd.
Lehi, UT 84043
It is often difficult to determine if your copyright has been infringed. Serial 1 may elect to not respond to DMCA Notices that do not substantially comply with all of the foregoing requirements, and Serial 1 may elect to remove allegedly infringing material that comes to its attention via notices that do not substantially comply with the DMCA.
Please note that the DMCA provides that any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
• Your Rights and Responsibilities
Our Site and Service are not intended for, and should not be used by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to local laws or regulations. You may not use the Service in any manner that:
- Harasses, abuses, stalks, threatens, defames, or otherwise infringes or violates the rights of any other party (including, but not limited to, rights of publicity or other proprietary rights);
- Is unlawful, fraudulent, or deceptive;
- Uses technology or other means to access content or systems of Serial 1 in a manner that is not authorized by Serial 1;
- Uses or launches any automated system, including, without limitation, "robots," "spiders," or "offline readers," to access content or systems of Serial 1;
- Attempts to introduce viruses or any other computer code, files, or programs that interrupt, destroy, or limit the functionality of any computer software, hardware, or telecommunications equipment;
- Attempts to gain unauthorized access to Serial 1 computer network or user accounts;
- Encourages conduct that would constitute a criminal offense or that gives rise to civil liability;
- Violates these Terms or any other Serial 1 policies;
- Attempts to damage, disable, overburden, or impair Serial 1's servers or networks;
- Seeks to attempt to or do harm any individuals or entities or are unlawful, offensive, obscene, lewd, lascivious, filthy, violent, threatening, bullying, harassing, or abusive, or that violate any right of any third party, or are otherwise objectionable to Serial 1;
- Reverse engineers, decompiles, disassembles, reverse assembles, or modifies any Service source or object code or any software or other Connected eBikes, services, or processes accessible through any portion of the Service;
- Interferes with a user's access to the Service or the proper operation of the Service, or otherwise causes harm to the Service, Connected eBike, Serial 1, or other users of the Service;
- Interferes with or circumvents any security feature of the Service or Connected eBike, or any feature that restricts or enforces limitations on use of or access to the Service, Connected eBike, the Content, or the User-Generated Content;
- Harvests or otherwise collects or stores any information (including personally identifiable information about other users of the Service, including email addresses, without the express consent of Serial 1 and such users);
- Fails to comply with these Terms, any Additional Terms; or
- Is otherwise objectionable as determined in Serial 1's sole discretion.
If you fail to uphold your responsibilities or breach any of these Terms, we may block or prevent you from using the Site and/or accessing our Services. You are responsible for any damages caused and may be required to indemnify us as set out in the Indemnification section below.
• Tracking Technologies; Notification of Other Users
You acknowledge that Connected eBikes we sell may include certain technologies that allow for tracking user location and movement in our App. If you allow others to use your Connected eBike you agree that you will notify and inform other users that the Connected eBike is a connected device capable of being tracked and located in-real time by you using the App.
• Support and Availability
We aim to provide the Site and Services in accordance with these Terms, but we have no obligation to provide support in relation to the Site, Services, Content, your Account, or the Connected eBikes except as otherwise agreed in writing. Serial 1 does not guarantee availability of the Site, Services, Content, or your Account, and your access is permitted only if and when they are available. The Site and Services may be unavailable for upgrades, maintenance, or other reasons. To the maximum extent authorized under applicable law, Serial 1 reserves the right to discontinue your access to the Site, Services, Content, or your Account at any time without notice to you.
• Third-Party Websites and Links
The Site or Services may include links or content provided by third parties. Serial 1 does not maintain or own this content and we do not imply approval, sponsorship, or endorsement of these other sites and we have not reviewed these other websites. If you decide to leave our Site or Services to access third-party websites, you do so at your own risk. You agree that Serial 1 does not assume responsibility for any products, content, services, websites, advertisements, offers, or information that is provided by third parties and made available through the Site.
• Google Maps Transparency Notice
• Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE AND SERVICES ARE PROVIDED "AS IS," "WITH ALL FAULTS," AND "AS AVAILABLE" AND THE ENTIRE RISK OF USE AND PERFORMANCE REMAINS WITH YOU. SERIAL 1 AND ITS SUPPLIERS, AND LICENSORS DO NOT MAKE ANY REPRESENTATIONS, WARRANTIES, OR CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, AND HEREBY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT.
• Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND TO THE EXTENT THEY ARE NOT EXCLUDED OR DISCLAIMED, SERIAL 1 AND ITS SUPPLIERS', AND LICENSORS' MAXIMUM, AGGREGATE LIABILITY TO YOU, AND YOUR EXCLUSIVE REMEDY UNDER THESE TERMS FOR ANY AND ALL DAMAGES, INJURIES, AND LOSSES ARISING FROM ANY AND ALL CLAIMS AND CAUSES OF ACTION ARISING OUT OF, BASED ON, RESULTING FROM, OR IN ANY WAY RELATED TO THESE TERMS, THE SITE, CONTENT, OR ANY USER-GENERATED CONTENT, WILL BE TO RECOVER THE ACTUAL DAMAGES YOU INCUR BASED UPON REASONABLE RELIANCE ON THE SITE UP TO U.S. $100.00. THE EXISTENCE OF MULTIPLE CLAIMS OR SUITS UNDER OR RELATED TO THESE TERMS, THE SITE, CONTENT, OR USER-GENERATED CONTENT WILL NOT ENLARGE OR EXTEND THE LIMITATION OF MONEY DAMAGES WHICH WILL BE YOUR SOLE AND EXCLUSIVE REMEDY.
• Disclaimer of Certain Damages
TO THE GREATEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES, WHETHER FOR BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE OR OTHER TORT, OR ON ANY STRICT LIABILITY THEORY OR OTHERWISE, WILL SERIAL 1 BE LIABLE FOR ANY INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE, MULTIPLE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR PROPERTY DAMAGE OR ECONOMIC LOSSES. Some States do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
• Dispute Resolution and Binding Arbitration
TO THE EXTENT PERMITTED BY APPLICABLE LAW, AND EXCEPT FOR DISPUTES THAT QUALIFY FOR AND ARE BROUGHT AS AN INDIVIDUAL ACTION IN SMALL CLAIMS COURT AS DESCRIBED IN THE LAST SENTENCE OF THIS PARAGRAPH, SERIAL 1 AND CUSTOMER EACH WAIVE THEIR RIGHT TO PROCEED IN A COURT OR JUDICIAL FORUM, AND THEY EACH SPECIFICALLY WAIVE THEIR RIGHT TO A JURY TRIAL OR TO PARTICIPATE IN A CLASS ACTION, PURSUANT TO THE FOLLOWING PROVISIONS. Serial 1 AND CUSTOMER AGREE TO ARBITRATE ANY AND ALL CLAIMS, CONTROVERSIES AND DISPUTES OF ANY KIND (COLLECTIVELY, "CLAIMS") AGAINST EACH OTHER ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS, INCLUDING BUT NOT LIMITED TO CLAIMS RELATING TO ANY SERIAL 1 PRODUCTS OR SERVICES, OR SERIAL 1'S CHARGES OR ADVERTISING. FOR THE PURPOSES OF THIS DISPUTE RESOLUTION PROVISION, "CUSTOMER" ALSO INCLUDES ANY OF CUSTOMER'S AGENTS, BENEFICIARIES, TRANSFEREES OR ASSIGNS, OR ANYONE ACTING FOR OR ON BEHALF OF THE FOREGOING, AND "SERIAL 1" ALSO INCLUDES ANY OF ITS EMPLOYEES, AGENTS, AFFILIATES, PARENTS, SUBSIDIARIES, BENEFICIARIES, INSURERS, ASSIGNS, SERVICE PROVIDERS, DEALERS AND VENDORS. SERIAL 1 AND CUSTOMER AGREE THAT NO CLAIMS WILL BE PURSUED OR RESOLVED AS PART OF A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE OR COLLECTIVE ACTION OR PROCEEDING, THAT NO ARBITRATION FORUM WILL HAVE JURISDICTION TO DECIDE ANY CLAIMS ON A CLASS-WIDE, COLLECTIVE, OR CONSOLIDATED BASIS, AND THAT NO RULES OR OTHER PROCEDURES FOR CLASS-WIDE OR COLLECTIVE ARBITRATION WILL APPLY. This Dispute Resolution Provision is to be broadly interpreted and applies to all Claims based in contract, tort, statute, or any other legal theory, and all Claims that arose prior to or after termination of these Terms. However, Customer and Serial 1 (the "parties") agree that either party may bring an individual action in a small claims court with valid jurisdiction, provided that the action remains in that court (other than any appeal of the small claims court ruling), the action is made on behalf of or against Customer only, and the action is not made part of a class action, private attorney general action or other representative or collective action.
(1) Procedure: A party must send a written Notice of Dispute ("Notice") describing (a) the nature and basis of the Claim; and (b) the relief sought, to the other party. Each Notice sent to Customer should be sent to the Customer's address provided by Customer in his/her most recent Connected eBike order, or to such other address or email address as may have been provided by Customer to Serial 1. Each Notice sent to Serial 1 should be sent to:Serial 1 Cycle Company, LLC
3451 North Triumph Blvd.
Lehi, UT 84043
And a copy must be sent to:DLA Piper LLP
401 B Street
San Diego, CA 92101-4297
If Serial 1 and Customer do not resolve the Claim within thirty (30) calendar days after the Notice is received, either party may commence an arbitration by filing a demand for arbitration with the JAMS arbitration forum pursuant to the JAMS Streamlined Arbitration Rules & Procedures and, if applicable, its accompanying JAMS Consumer Arbitration Minimum Standards (collectively, the "JAMS Rules"). Claims will be resolved pursuant to the JAMS Rules in effect at the time of the demand, as modified by these Terms (including without limitation this Dispute Resolution Provision), and heard by a single arbitrator. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by Customer or by Serial 1 that an in-person hearing is appropriate. Any in-person appearances will be held at a location which is reasonably convenient to both parties, with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, such determination should be made by JAMS or by the arbitrator. The JAMS Rules are available online at www.jamsadr.com. Except as required by law, neither a party nor an arbitrator may disclose the existence, content or results of any dispute or arbitration hereunder without the prior written consent of both parties.
(2) Arbitrator's Authority. The arbitrator is bound by these Terms (including without limitation this Dispute Resolution Provision), the Federal Arbitration Act ("FAA") and the JAMS Rules. The arbitrator has no authority to join or consolidate claims, or to adjudicate joined and consolidated claims. The arbitrator has exclusive authority to resolve any dispute relating to the scope, interpretation, applicability, enforceability or formation of these Terms, including whether they are void. The parties agree that the arbitrator's decision and award will be final and binding and may be confirmed or challenged in any court with jurisdiction as permitted under the FAA. The arbitrator can award the same damages and relief as a court (subject to any limitations contained in these Terms, including but not limited to any limitations contained in the Limited Warranty incorporated by reference into these Terms), but only in favor of an individual party and for a party's individual claim.
(3) Arbitration Costs: Customer will be responsible for his/her share of any arbitration fees (e.g., filing, administrative, etc.), but only up to the amount of filing fees Customer would incur if the Claim(s) were filed in court. Serial 1 will be responsible for all additional arbitration fees. Customer is responsible for all other costs/fees that he/she incurs in arbitration, for example, fees for attorneys, expert witnesses, etc. Customer will not be required to reimburse Serial 1 for any fees unless the arbitrator finds that the substance of Customer's Claim(s) or the relief sought by Customer is frivolous. If the arbitrator makes such a finding, the JAMS Rules will govern the payment of all fees, and Serial 1 may seek reasonable attorney's fees. Serial 1 will pay all fees and costs it is required by law to pay.
(4) Governing Law and Enforcement: Notwithstanding anything to the contrary in this Section 20, this Dispute Resolution Provision is made pursuant to a transaction involving interstate commerce, and shall be governed by the FAA, 9 U.S.C. §§ 1-16. This Dispute Resolution Provision was drafted in compliance with the laws in all states, however, if any portion of it is deemed to be invalid or unenforceable or is found not to apply to a Claim, the remainder of this Dispute Resolution Provision remains in full force and effect. Except, if the class-arbitration waiver provision is deemed unenforceable, any class action Claim(s) must proceed in a court of competent jurisdiction.
(5) Survival: This Dispute Resolution Provision shall survive any acceptance, rejection, cancellation, or purported cancellation of any Connected eBike order; any payment for or delivery or return of any Connected eBike; any termination or purported termination of these Terms by Customer and Serial 1; the making of any claim under the Limited Warranty incorporated by reference into these Terms; and the expiration of the Warranty Period under such Limited Warranty.
Customer shall indemnify, defend and hold harmless Serial 1, all direct and indirect subsidiaries of Serial 1, and all of our and their respective officers, directors, affiliates, agents, and employees from and against any and all claims, losses, damages, liabilities, demands, actions, costs, attorneys' fees and expenses (including without limitation damages arising from personal injury, death or property damage) that may arise out of or result from: (a) any breach by you of these Terms; (b) any violation by you of any applicable law, rule, ordinance or regulation; (c) any use, misuse, modification or resale of our products by Customer or any other person; or (d) any negligence or willful misconduct of Customer.
• Third Party Beneficiaries
You acknowledge and agree that any other entities controlling, controlled by or under common control with Serial 1 shall be third party beneficiaries to these Terms, and that such other entities shall be entitled to directly enforce, and rely upon, any provision of these Terms which confers a benefit on (or rights in favor of) them. Except as provided in the immediately preceding sentence, there are no third-party beneficiaries to the Terms, and these Terms are not intended to and shall not confer any right or benefit on any third party.
• Failure to Act is Not a Waiver
Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or other breaches. You agree that if Serial 1 does not exercise or enforce any legal right or remedy which is contained in these Terms (or which Serial 1 has the benefit of under any applicable law), this will not be taken to be a waiver of Serial 1's rights or remedies, and that those rights or remedies will still be available to Serial 1.
• Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Utah, without reference to its conflict of laws principles.
Serial 1 reserves the right, in its sole discretion, to terminate your Account and restrict your use of all or any part of the Site or Services for any reason or no reason, without notice, and without liability to you or anyone else. Serial 1 also reserves the right to block users from certain IP addresses or devices and prevent access to the Site or Service. These Terms remain effective even after your Account is terminated.
These Terms shall be severable in the event that any of the provisions hereof are held to be invalid, void or otherwise unenforceable, and the remaining provisions shall remain enforceable to the fullest extent permitted by law.
• Entire Agreement
These Terms, together with orders placed by you via the Site and accepted by us, constitute the entire and only agreement between Serial 1 and Customer, and supersede all prior or contemporaneous agreements, representations, warranties, and understandings, on the subject matter hereof.