Koopo: Terms of Use

koopo online terms of use

Welcome to Koopo!  It is our sincerest hope that what we have developed on this platform serves you well.  Please read the guidelines and rules below, be respectful to your neighbors and overall do better business.

OVERVIEW

KoopoOnline.com is operated by A&A Markets, LLC., P.O. Box 563, Bloomfield Hills, MI 48303.  In this Terms of Use Agreement, the entity is referred to as “Koopo Online“, “Koopo”, “We”, “Us,” “Platform”, “Website”, “Application” and/or the “Site”. Koopo Online offers this Website Platform and all future digital service delivery methods including Web Applications, mobile devices and all other digital interfaces used to access the Platform, including all tools, services, data and content available to users subject to the notices, terms, and conditions set forth in this Terms of Use in this Agreement (the “Agreement”). By visiting the Koopo site, buying and/or selling products, creating content, listing events, posting jobs, leaving reviews and comments or otherwise using the platform you are agreeing to engage in our service and be bound by all the rules, guidelines, policies, terms, and conditions applicable to such services that are incorporated into this Agreement. 

This Agreement shall apply to all users who are browsers, vendors, customers, merchants, event holders, and/or contributors of content.  Any new service and/or content added to the site shall also be subject to this Agreement. 

Please be advised that this Agreement contains provisions that govern claims the user and we have against each other are resolved (see Disclaimer of Warranties; Limitation of Liability and Legal Disputes provisions below). It also contains an Agreement to Arbitrate, which will require you to submit claims you have against us to binding and final arbitration, unless you opt out of the Agreement to Arbitrate (see Legal Disputes, Section B (“Agreement to Arbitrate”)). Unless you opt out: (1) you will only be permitted to pursue claims against us on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding and (2) you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.

ABOUT KOOPO ONLINE

Koopo Online is a community marketplace that allows users to connect, share, create content, promote events, businesses, offers, sell and buy. When a purchase is made through Koopo , the actual contract for sale is directly between the seller and buyer.  

While we may help facilitate the resolution of disputes through various programs, Koopo Online has no control over and does not guarantee the existence, quality, safety or legality of items advertised; the truth or accuracy of users’ content or listings; the ability of sellers to sell items; the ability of buyers to pay for items; or that a buyer or seller will actually complete a transaction or return an item. 

Buyers shopping on Koopo Online, understand that you are not buying directly from Koopo Online, but from one or more of the many sellers on Koopo Online.  Koopo Online does not pre-screen sellers and therefore does not guarantee or endorse any items sold on Koopo Online or any content posted by sellers (such as photographs or language used in listings or shop policies).  Each seller on Koopo Online have their own processing times, shipping methods, and shop policies separate from Koopo Online, and as such, each seller shall be responsible solely for any dispute arising from the transaction by and between you, the buyer and the seller.

MODIFICATIONS TO THE SERVICES AND PRICES

Prices for our products and services are subject to change without notice.  We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.  We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.

CONDUCT AND PROHIBITIONS

Koopo Online users must be at least 13 years old to use our services, always provide valid and complete contact information and must always have a valid email address.  Users shall not misrepresent their identities, publish the contact information of other members in an online public area, interfere with the Koopo Online site, use profanity on the site, create a new account or buy and sell on other existing accounts to avoid restrictions or limits, and falsely report that another member has violated a Koopo Online policy. 

You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed. If you buy an item from a seller in another country, you can’t ask the seller to mark the item as a gift in the customs declaration. This is illegal, and against our policies In addition to other prohibitions as set forth in this Agreement, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. 

We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.  If in the event that we determine that you have clearly and repeatedly breached our Terms  or Policies, including, but not limited to, our Community Guidelines, we may suspend or permanently disable access to your account.    You represent and warrant that you are at least 13 years old or visiting the Site under the supervision of a parent or guardian. Subject to the terms and conditions of this Agreement, Koopo Online hereby grants you a limited, revocable, non-transferable and non-exclusive license to access and use the Site by displaying it on your internet browser only for the purpose of shopping for personal items sold on the Site and not for any commercial use or use on behalf of any third party, except as explicitly permitted by Koopo Online in advance. Any breach of this Agreement shall result in the immediate revocation of the license granted in this paragraph without notice to you. Except as permitted in the paragraph above, you may not reproduce, distribute, display, sell, lease, transmit, create derivative works from, translate, modify, reverse-engineer, disassemble, decompile or otherwise exploit this Site or any portion of it unless expressly permitted by Koopo Online in writing. You may not make any commercial use of any of the information provided on the Site or make any use of the Site for the benefit of another business unless explicitly permitted by Koopo Online in advance. Koopo Online reserves the right to refuse service, terminate accounts, and/or cancel orders in its discretion, including, without limitation, if Koopo Online believes that customer conduct violates applicable law or is harmful to Koopo Online’s interests. 

You shall not upload to, distribute, or otherwise publish through this Site any Content, information, or other material that (a) violates or infringes the copyrights, patents, trademarks, service marks, trade secrets, or other proprietary rights of any person; (b) is libelous, threatening, defamatory, obscene, indecent, pornographic, or could give rise to any civil or criminal liability under U.S. or international law; or (c) includes any bugs, viruses, worms, trap doors, Trojan horses or other harmful code or properties. 

Koopo Online may assign you a password and account identification to enable you to access and use certain portions of this Site. Each time you use a password or identification, you will be deemed to be authorized to access and use the Site in a manner consistent with the terms and conditions of this Agreement, and Koopo Online has no obligation to investigate the authorization or source of any such access or use of the Site. You will be solely responsible for all access to and use of this site by anyone using the  password and identification originally assigned to you whether or not such access to and use of this site is actually authorized by you, including without limitation, all communications and transmissions and all obligations (including, without limitation, financial obligations) incurred through such access or use. You are solely responsible for protecting the security and confidentiality of the password and identification assigned to you. You shall immediately notify Koopo Online of any unauthorized use of your password or identification or any other breach or threatened breach of this Site’s security.

USER CONTENT AND USERS

The Services may allow Users to post and/or provide content that may be viewable by other Users, including, but not limited to, Photos, Products, Advertisements, Videos, Articles, Events, Bookings, Job Postings, company information, a job seeker’s application information, content of messages, resumes/CVs, logos, trademarks, comments, questions, and other content or information (“User Content”).

User Content is the sole responsibility of the person or entity that provided the User Content. You shall be solely responsible for your User Content and the consequences of posting, providing or publishing it. See Prohibited Items policy of list of items prohibited on Koopo Online.  See Community Guidelines for a more in depth explanation as to prohibited content and behavior on Koopo Online.

By posting, submitting, providing and/or otherwise making available any User Content, you expressly grant, and represent that you have a right to grant, to Koopo Online, a royalty-free, sublicensable (through multiple layers of sublicensees), perpetual, transferable, non-exclusive, worldwide license to use, sell, reproduce, adapt, translate, sublicense, publicly perform, publicly display, and make derivative works from and otherwise exploit, all such User Content in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for the purposes of posting such User Content on the Koopo Online websites, distributing such User Content through the Koopo Online distribution and publishing network, including social media, and to promote Koopo Online and the Services. This license continues even if you stop using the Services.

As a user, you acknowledge and agree that Koopo Online has no obligation, and may be unable, to remove your postings and other content (including any logos and/or trademarks contained therein) once they have been (i) distributed by Koopo Online via publishing and  marketing, (ii) listed in search engine results, or (iii) distributed on websites and in email alerts or text alerts, or (iv) incorporated into fixed media displays of Koopo Online or any third party, and in each case (i) to (iv) above, the license grant from you above will be perpetual and irrevocable for such uses. To the extent your User Content is a trademark, trade name, service mark or service name protected by law, the foregoing license also extends to the use by Koopo Online to identify you as a User of the Services in any promotional and marketing materials to promote Koopo Online and the Services. Further, to the extent you have given Koopo Online the right to access certain User Content that is present on another website or service you own or control, you give Koopo Online the right to scrape such website as required to retrieve such User Content for use on the Services as contemplated in the license grants above.

You represent and warrant that you have the rights, power and authority necessary to grant the rights described in this section to User Content that you submit, provide, make available or post, via the Services, that the use by Koopo Online of your User Content will not violate any law or infringe the rights of any third party, and that your User Content and any other information that you provide to us is legal, complete, legitimate, truthful and accurate.

TERMINATION AND EFFECT OF TERMINATION

 In addition to any other legal or equitable remedies, Koopo Online may, without prior notice to you, immediately terminate the Agreement or revoke any or all of your rights granted under this Agreement. Upon any termination of this Agreement, you shall immediately cease all access to and use of the site and Koopo Online shall, in addition to any other legal or equitable remedies, immediately revoke all password(s), and account identification issued to you and deny your access to and use of this Site in whole or in part. Any termination of this Agreement shall not affect the respective rights and obligations (including without limitation, payment obligations) of the parties arising before the date of termination.

PRODUCTS/SERVICES/ORDER ACCEPTANCE

Certain products or services may be available exclusively online through the website. These products or services may have limited quantities and are subject to return or exchange only according to our Return Policy. We have made every effort to display as accurately as possible the colors and images of products that appear at a store. We cannot guarantee that your computer monitor’s display of any color will be accurate. We reserve the right, but are not obligated, to limit the sales of products or Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer.  All descriptions of products or product pricing are subject to change at any time without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time.  Any offer for any product or service made on this site is void where prohibited. We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected. Please note that there may be certain orders that we are unable to accept and must cancel. Koopo Online reserves the right, at sole discretion, to refuse or cancel any order for any reason. Some situations that may result in your order being canceled include limitations on quantities available for purchase, inaccuracies or errors in product or pricing information, or problems identified by our credit and fraud avoidance department. We may also require additional verifications or information before accepting any order. We will contact you if all or any portion of your order is canceled or if additional information is required to accept your order.

PAID SERVICES

Certain aspects of the Services may be provided for a fee. If you elect to use paid features of the Services, you agree to the pricing and payment terms for the applicable Services, as we may update them from time to time. Recurring charges are billed in advance of service. Koopo Online may add new services and products for additional fees and charges, or amend fees and charges for existing services, at any time in its sole discretion. We may also provide certain services via our third-party partners and you agree that your use of such third-party services is subject to the contractual (including payment) terms presented by such third parties should you wish to use their services. You further agree that Koopo Online has no responsibility for such third-party services and your use of such services is entirely at your own risk. Any change to the fees for paid services shall become effective in the billing cycle following notice of such change to you.

ERRORS, INACCURACIES AND OMISSIONS

While Koopo Online strives to provide accurate information on our site or in the Service, omissions, pricing and/or typographical errors may occur as it relates to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. Koopo Online cannot confirm the price of an item until after you order. In the event that an item is listed at an incorrect price or with incorrect information due to an error in pricing or product information, Koopo Online shall have the right, at our sole discretion, to refuse or cancel any orders placed for that item. In the event that an item is mispriced, Koopo Online may, at our discretion, either contact you for instructions or cancel your order and notify you of such cancellation.

 PERSONAL INFORMATION

Your submission of personal information through the store is governed by our Privacy Policy. To view our Privacy Policy click here.  By using our Services, you’re also agreeing that we can process your information in the ways set out in the Privacy Policy, so please read it. Both Sellers and Koopo Online process members’ personal information (for example, buyer name, email address, and shipping address) and are therefore considered separate and independent data controllers of buyers’ personal information under applicable law. That means that each party is responsible for the personal information it processes in providing the Services. For example, if a seller accidentally discloses a buyer’s name and email address when fulfilling another buyer’s order, the seller, not Koopo Online, will be responsible for that unauthorized disclosure. If, however, Koopo Online and sellers are found to be joint data controllers of buyers’ personal information, and if Koopo Online is sued, fined, or otherwise incurs expenses because of something that seller did as a joint data controller of buyer’s personal information, seller agrees to indemnify Koopo Online for the expenses it occurs in connection with your processing of buyer personal information. See Indemnification section below for more information about your indemnification obligations to Koopo Online.

REVIEWS, COMMENTS AND OTHER SUBMISSIONS

Except as otherwise provided elsewhere in this Agreement or on the site, anything that you submit or post to the site and/or provide Koopo Online, including, without limitation, ideas, know-how, techniques, questions, reviews, comments, and suggestions (collectively, “Submissions”) is and will be treated as non-confidential and nonproprietary, and by submitting or posting, you agree to irrevocably license the entry and all IP rights related thereto (excluding the moral rights such as authorship right) to Koopo Online without charge and Koopo Online shall have the royalty-free, worldwide, perpetual, irrevocable, and transferable right to use, copy, distribute, display, publish, perform, sell, lease, transmit, adapt, create derivative works from such Submissions by any means and in any form, and to translate, modify, reverse-engineer, disassemble, or decompile such Submissions. All Submissions shall automatically become the sole and exclusive property of Koopo Online and shall not be returned to you and you agree not to raise any dispute in connection with any use of the entry by Koopo Online in the future. We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service. You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party. You warrant that your Submissions, in whole or in part, are clear and free of any IP right infringement, disputes or third party claims. Koopo Online assumes no liability for any misuse of copyright or any other rights of third parties by you. You undertake to defense for and indemnify the Sponsor against any losses caused due to the use of the entries for any purposes. In addition to the rights applicable to any Submission, when you post comments or reviews to the site, you also grant Koopo Online the right to use the name that you submit with any review, comment, or other Content, if any, in connection with such review, comment, or other content. You represent and warrant that you own or otherwise control all of the rights to the reviews, comments, and other Content that you post on this site and that use of your reviews, comments, or other Content by Koopo Online will not infringe upon or violate the rights of any third party. You shall not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead Koopo Online or third parties as to the origin of any Submissions or Content. Koopo Online may, but shall not be obligated to remove or edit any Submissions (including comments or reviews) for any reason.

COPYRIGHT

All text, graphics, photographs or other images, button icons, audio clips, logos, slogans, trade names or word software and other contents on the website of Koopo Online (collectively, “Content”), belongs exclusively to Koopo Online or its appropriate content suppliers. You may not use, reproduce, copy, modify, transmit, display, publish, sell, license, publicly perform, distribute or commercially exploit any of the Content or otherwise dispose of any of the Content in a way not permitted by Koopo Online, without Koopo Online’s express prior written consent. The use of data mining, robots, or similar data gathering and extraction tools on Koopo Online as well as the use of Koopo Online trademarks or service marks in meta-tags is strictly prohibited. You may view and use the Content only for your personal information and for shopping and ordering on the site and for no other purpose. If you happen to come across any of our content hosted on a third-party site, please do not hesitate to contact us at: legal@koopoonline.com You can also reach us by mail at: P.O. Box 563, Bloomfield Hills, MI 48303. The collection, arrangement, and assembly of all content on this site (the “Compilation”) belong exclusively to Koopo Online. You may not use Koopo Online’s Content or Compilation in any manner that disparages or discredits Koopo Online or in any way that is likely to cause confusion or violation of any applicable laws or regulations. All software used on this Site (the “Software”) is the property of Koopo Online and/or its Software suppliers. The Content, the Compilation and the Software are all protected under state, national and international copyright laws. All rights not expressly granted are reserved by Koopo Online. Violators will be prosecuted to the full extent of the law. Koopo Online recognizes and respects all copyrights and trademarks. As such, any usage of television, motion picture, music, film festival or other names or titles have no connection to Koopo Online and are the sole property of the copyright or trademark holders. Our designs are inspired by celebrity style and are our recreations of item’s worn by the celebrities on your favorite television shows and the red carpet, however they are not authorized, endorsed by, or connected to these shows in any way and are not meant as infringements of any registered trademarks or copyrights.

INTELLECTUAL PROPERTY INFRINGEMENT POLICY

It is the policy of Koopo Online to take appropriate action where necessary to uphold and recognize all relevant State, Federal and International laws in connection with material that is claimed to be infringing any trademark, copyright, patent and all or any other Intellectual Property laws. If you are an intellectual property rights owner and you believe that Koopo Online sells, offers for sale, or makes available goods and/or services that infringe your intellectual property rights, then send the following information in its entirety to legal@koopoonline.com Information required:

  1. An electronic or physical signature of the person authorized to act on behalf of the owner of an exclusive that is allegedly infringed;
  2. A description of the allegedly infringing work or material;
  3. A description of where the allegedly infringing material is located on the site (product(s) URL);
  4. Information reasonably sufficient to allow us to contact you, such as your address, telephone number and e-mail address;
  5. A statement by you that you have a good faith belief that the disputed use of the material is not authorized by the copyright or other proprietary right owner, its agent, or the law;
  6. Identification of the intellectual property rights that you claim are infringed by the Website(e.g. “XYZ copyright”, “ABC trademark, Reg. No. 123456, registered 1/1/04”,etc); and
  7. A statement by you that the above information and notification is accurate, and under penalty of perjury, that you are the copyright owner or authorized to act on behalf of the owner whose exclusive right is allegedly infringed.

INTERNATIONAL BUYING & SELLING; TRANSLATION

Many of our Services are accessible to international persons. We may offer certain programs, tools, and site experiences of particular interest to international persons.  These persons are responsible for complying with all laws and regulations applicable to the international sale, purchase, and shipment of items. If you purchase an item on any Koopo Online sites, you are subject to the Terms of Use Agreement of that other Koopo Online site with respect to that particular purchase. You may list your items directly on one or more of Koopo Online’s sites. Additionally, you may direct us to display your listing on Koopo Online sites other than the original Koopo Online listing site, including where you choose to list an item with an international shipping option: the appearance of your listings on these sites is not guaranteed. When you sell your items internationally, you agree to be subject to that other site’s Terms of Use Agreement, and policies. You may restrict international buyers from purchasing your items by disabling international shipping or by specifying where your products can be purchased in Seller Shipping Settings. Items for shipment to other countries outside the country of origin may be subject to additional taxes, customs, duties and fees above and the standard.  The recipient of the shipment is the importer of record in the destination country and is responsible for all import fees. You authorize us to use automated tools to translate your Koopo Online content and member-to-member communications, in whole or in part, into local languages where such translation solutions are available. We may provide you with tools which will enable you to translate content at your request. The accuracy and availability of any translation are not guaranteed.

TRANSFER OF TITLE

Title to the products in your order will be transferred to you when the products are delivered to the carrier for shipment to an address designated by you in the order. All liabilities and risks to the products will also be transferred to you at that time. By placing an order on this Site, you authorize Koopo Online, and/or its partners/affiliates/sellers to engage third party shipping services on your behalf.

PRICING IN DIFFERENT CURRENCIES

Pricing of products sold by Koopo Online is based upon figures calculated in U.S. Dollars (US$). Prices displayed in other currencies are converted from U.S. Dollars according to the most up to date conversion rates. Due to fluctuating currency values, prices displayed in non-U.S. denominations of currency on the Site, other than on the individual product page, may not be the most current. Areas of the Site where non-U.S. denominations of currency might be inaccurate include, but are not limited to, promotional banners, promotional pages, and information on product category pages. The price displayed on an individual product page, regardless of currency denomination, is the current price you are liable to pay to Koopo Online, excluding shipping.

THIRD-PARTY LINKS

Certain content, products and services available via our Service may include materials from third-parties. Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties. We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.

DISCLAIMER OF WARRANTIES; LIMITATIONS OF LIABILITIES

We try to keep our Services safe, secure, and functioning properly, but we do not guarantee, represent or warrant that use of your service will be uninterrupted, timely or secure. We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable. You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you. You agree that you are making use of our Services at your own risk, and that they are being provided to you on an “AS IS” and “AS AVAILABLE” basis. Accordingly, to the extent permitted by applicable law, we exclude all express or implied warranties, terms and conditions including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement. In addition, to the extent permitted by applicable law, we (including our parent, subsidiaries, and affiliates, and our and their officers, directors, agents and employees) are not liable, and you agree not to hold us responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, other intangible losses, or any special, indirect, or consequential damages) resulting directly or indirectly from:

  • the content you provide (directly or indirectly) using the Services;
  • your use of or your inability to use our Services;
  • pricing, shipping, format, or other guidance provided by Koopo Online;
  • delays or disruptions in our Services;
  • viruses or other malicious software obtained by accessing or linking to our Services;
  • glitches, bugs, errors, or inaccuracies of any kind in our Services;
  • damage to your hardware device from the use of any Koopo Online Service;
  • the content, actions, or inactions of third parties, including items listed using our Services or the destruction of allegedly fake items;
  • a suspension or other action taken with respect to your account or breach of the Abusing Koopo Online Section above;
  • the duration or manner in which your listings appear in search results as set out in the Listing Conditions Section above; or
  • your need to modify practices, content, or behavior, or your loss of or inability to do business, as a result of changes to this Agreement or our policies.

Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you. Regardless of the previous paragraphs, if we are found to be liable, our liability to you or to any third party is limited to the greater of (a) any amounts due under the Koopo Online Cancellation/Return/Refund Policy up to the price the item sold for on Koopo Online (including any applicable sales tax) and its original shipping costs, (b) the amount of fees in dispute not to exceed the total fees, which you paid to us in the 12 months prior to the action giving rise to the liability, or (c) $100.

RELEASE

If you have a dispute with one or more users, you release us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

INDEMNITY

You will indemnify and hold us (including our affiliates and subsidiaries, as well as our and their respective officers, directors, employees, agents) harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of this Agreement, your improper use of Koopo Online’s Services or your breach of any law or the rights of a third party.

SEVERABILITY

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

ENTIRE AGREEMENT

The failure of us to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. This Agreement and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service). Any ambiguities in the interpretation of this Agreement shall not be construed against the drafting party.

LEGAL DISPUTES

Please read this section carefully. it affects your rights and will have a substantial impact on how claims you and Koopo Online have against each other are resolved. You and Koopo Online agree that any claim or dispute at law or equity that has arisen, or may arise, between us relating in any way to or arising out of this or previous versions of the Koopo Online Terms of Use Agreement, your use of or access to the Services, or any products or services sold or purchased through the Services, will be resolved in accordance with the provisions set forth in this Legal Disputes Section.

    1. Applicable Law.  You agree that, except to the extent inconsistent with or preempted by federal law, the laws of the State of Michigan, without regard to principles of conflict of laws, will govern the Terms of Use Agreement and any claim or dispute that has arisen or may arise between you and Koopo Online, except as otherwise stated in the this Agreement.
    2. Agreement to Arbitrate. You and Koopo Online each agree that any and all disputes or claims that have arisen, or may arise, between you and Koopo Online relating in any way to or arising out of this or previous versions of the Terms of Use Agreement, your use of or access to Koopo Online’s Services, or any products or services sold, offered, or purchased through Koopo Online’s Services shall be resolved exclusively through final and binding arbitration, rather than in court. Alternatively, you may assert your claims in small claims court, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate.
    3. Prohibition of Class and Representative Actions and Non-Individualized Relief:  YOU AND KOOPO ONLINE AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING. UNLESS BOTH YOU AND KOOPO ONLINE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, CLASS, OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS. If a court decides that applicable law precludes enforcement of any of this paragraph’s limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court, subject to your and Koopo Online’s right to appeal the court’s decision. All other claims will be arbitrated.
    4. Arbitration Procedures.  Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual. An arbitrator should apply the terms of this Agreement as a court would. All issues are for the arbitrator to decide, except that issues relating to arbitrability, the scope or enforceability of this Agreement to Arbitrate, or the interpretation of Section 1 of this Agreement to Arbitrate (“Prohibition of Class and Representative Actions and Non-Individualized Relief”), shall be for a court of competent jurisdiction to decide.  The arbitration will be conducted by the American Arbitration Association (“AAA”) under its rules and procedures, including the AAA’s Consumer Arbitration Rules (as applicable), as modified by this Agreement to Arbitrate. The AAA’s rules are available at www.adr.org or by calling the AAA at 1-800-778-7879. The use of the word “arbitrator” in this provision shall not be construed to prohibit more than one arbitrator from presiding over an arbitration; rather, the AAA’s rules will govern the number of arbitrators that may preside over an arbitration conducted under this Agreement to Arbitrate.  A party who intends to seek arbitration must first send to the other, by certified mail, a completed form Notice of Dispute (“Notice”). The Notice to Koopo Online should be sent to A&A Markets, LLC., Attn: Litigation Department, Re: Notice of Dispute, P.O. Box 563, Bloomfield Hills, MI 48303. Koopo Online will send any Notice to you to the physical address we have on file associated with your Koopo Online account; it is your responsibility to keep your physical address up to date. All information called for in the Notice must be provided, including a description of the nature and basis of the claims the party is asserting and the relief sought.  If you and Koopo Online are unable to resolve the claims described in the Notice within 30 days after the Notice is sent, you or Koopo Online may initiate arbitration proceedings. A form for initiating arbitration proceedings is available on the AAA’s site at www.adr.org. In addition to filing this form with the AAA in accordance with its rules and procedures, the party initiating the arbitration must mail a copy of the completed form to the opposing party. You may send a copy to Koopo Online at the following address: A&A Markets, LLC. c/o Registered Agents Inc., 2222 W. Grand River Ave, STE A, Okemos, MI 48864.  In the event Koopo Online initiates an arbitration against you, it will send a copy of the completed form to the physical address we have on file associated with your Koopo Online account. Any settlement offer made by you or Koopo Online shall not be disclosed to the arbitrator.  The arbitration hearing shall be held in the county in which you reside or at another mutually agreed location. If the value of the relief sought is $10,000 or less, you or Koopo Online may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Koopo Online subject to the arbitrator’s discretion to require an in-person hearing, if the circumstances warrant. In cases where an in-person hearing is held, you and/or Koopo Online may attend by telephone, unless the arbitrator requires otherwise.  The arbitrator will decide the substance of all claims in accordance with applicable law, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different users, but is bound by rulings in prior arbitrations involving the same Koopo Online user to the extent required by applicable law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
    5. Costs of Arbitration.  Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules, unless otherwise stated in this Agreement to Arbitrate. The initiating party shall be responsible for any and all arbitration fees and costs. If the value of the relief sought is $10,000 or less, at your request, and at the discretion of Koopo Online, we shall pay half the filing, Administration, and arbitrator fees associated with the arbitration. Any request for payment of fees by Koopo Online should be submitted by mail to the AAA along with your Demand for Arbitration and Koopo Online will make arrangements to pay half of the necessary fees directly to the AAA. If (a) you willfully fail to comply with the Notice of Dispute requirement discussed above, or (b) in the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse Koopo Online for all fees associated with the arbitration paid by Koopo Online on your behalf that you otherwise would be obligated to pay under the AAA’s rules.
    6. Severability.  With the exception of any of the provisions in Section 1 of this Agreement to Arbitrate (“Prohibition of Class and Representative Actions and Non-Individualized Relief”), if an arbitrator or court decides that any part of this Agreement to Arbitrate is invalid or unenforceable, the other parts of this Agreement to Arbitrate shall still apply.
    7. Future Amendments to the Agreement to Arbitrate.  Notwithstanding any provision in the Terms of Use Agreement to the contrary, you and we agree that if we make any amendment to this Agreement to Arbitrate (other than an amendment to any notice address or site link provided herein) in the future, that amendment shall not apply to any claim that was filed in a legal proceeding against Koopo Online prior to the effective date of the amendment. The amendment shall apply to all other disputes or claims governed by the Agreement to Arbitrate that have arisen or may arise between you and Koopo Online.
    8. Judicial Forum for Legal Disputes.  Unless you and we agree otherwise, in the event that the Agreement to Arbitrate above is found not to apply to you or to a particular claim or dispute, either as a result of your decision to opt out of the Agreement to Arbitrate or as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that has arisen or may arise between you and Koopo Online must be resolved exclusively by a state or federal court located in Oakland County, Michigan. You and Koopo Online agree to submit to the personal jurisdiction of the courts located within Oakland County, Michigan for the purpose of litigating all such claims or disputes.

GENERAL A&A Markets, LLC is located at P.O Box 563, Bloomfield Hills, MI 48303. In our sole discretion, we may assign this Agreement, and in such event, we will post notice on https://koopoonline.com/koopoonline-policies. Headings are for reference purposes only and do not limit the scope or extent of such Section. 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 similar breaches. We do not guarantee we will take action against all breaches of this Agreement. We may amend this Agreement at any time without notice, by posting the amended terms on https://koopoonline.com/koopoonline-policies. Our right to amend the Agreement includes the right to modify, add to, or remove terms in the Agreement. Your continued access or use of our Services constitutes your acceptance of the amended terms. You agree that it is your responsible to read this Agreement from time to time.  This Agreement may not otherwise be amended except through mutual agreement by you and an Koopo Online representative who intends to amend this Agreement and is duly authorized to agree to such an amendment. If you create or use an account on behalf of a business entity, you represent that you are authorized to act on behalf of such business and bind the business to this Agreement. Such account is owned and controlled by the business entity. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement. The Terms of Use Agreement, the Privacy Policy, and all polices posted through our Services set forth the entire understanding and agreement between you and Koopo Online, and supersede all prior understandings and agreements of the parties. The following Sections survive any termination of this Agreement: Fees, Content, Disclaimer of Warranties; Limitation of Liability; Indemnity, and Legal Disputes.

If you have any additional questions about Koopo; Need help getting started on the platform; or have suggestions on how to improve the platform, please feel free to reach out to us at: support@koopoonline.com