All SLYD terms and policies are governed by the laws of the State of Delaware, USA, without regard to conflict of law principles. This ensures a uniform legal framework regardless of your location. If you are a consumer outside the U.S., any mandatory protections under your local law that cannot be waived will still apply to the extent required (e.g. certain EU consumer protection rights), but otherwise Delaware law controls. Delaware shall also be the exclusive forum for any court proceedings that may occur under the limited circumstances described below, providing a consistent venue for dispute resolution.
Dispute Resolution – Arbitration Agreement
Binding Arbitration & Class Waiver
You and SLYD agree that any dispute, claim, or controversy arising out of or relating to SLYD's services or terms will be resolved by binding arbitration on an individual basis (administered by a neutral organization like the American Arbitration Association "AAA") rather than in court. This applies to all claims, including disputes about the validity, enforceability, or scope of this arbitration agreement (such issues will be decided by the arbitrator). Class actions and jury trials are not permitted – you and SLYD waive the right to a jury trial and to participate in any class or representative action. The arbitrator may award the same individual relief that a court could (including damages or injunctions specific to the party), but only to the extent necessary to resolve your own claims. No consolidation of claims or class-wide relief is allowed without all parties' consent. All arbitration proceedings, and any award, will remain confidential, except as needed to enforce the award or as required by law. The Federal Arbitration Act (FAA) governs the interpretation and enforcement of this section.
Arbitration Forum and Rules
The arbitration will be administered by AAA (or a similar reputable ADR provider if AAA is unavailable) under the appropriate rules for your user status – for example, the AAA Consumer Arbitration Rules for individuals using SLYD for personal, non-commercial purposes, or the AAA Commercial Arbitration Rules for business users. If the parties cannot agree on a forum or arbitrator, a court may appoint one. By default, the location of arbitration is Delaware (likely Wilmington), unless we mutually agree to hold it elsewhere or to proceed by telephone/videoconference for convenience. The language of the arbitration will be English. The arbitrator is empowered to provide any relief that a court could award to an individual claimant under law, but only in favor of the individual party seeking relief.
Consumer vs. Business User Provisions
The rights and options under this arbitration agreement differ depending on your status as a Consumer (an individual using SLYD for personal, non-commercial purposes) or a Business User (a user using SLYD for commercial, professional, or organizational purposes – e.g. companies, enterprises, institutions, professional developers, or any Supplier offering services on the platform).
Consumers (Personal Use) – Special Rights
If you are using SLYD as a consumer for personal, non-commercial purposes, you are entitled to certain protections:
Arbitration Opt-Out
You may opt out of this arbitration agreement within 30 days of first accepting the SLYD terms. To opt out, you must send written notice to SLYD (e.g. an email to legal@slyd.com or a physical letter to SLYD's legal address) within 30 days of acceptance, stating that you decline arbitration. This opt-out right is available only to consumers – if you are using SLYD for business or commercial purposes, no opt-out is available. A timely opt-out means disputes would instead be resolved in court (as permitted under "Jurisdiction for Litigation" below). If you do not opt out within 30 days, you will be bound to arbitrate disputes under these terms.
Small Claims Court Option
Consumers may choose small claims court for small disputes. If your claim (or SLYD's claim against you) qualifies for your local small claims court, either you or SLYD can elect to take that dispute to small claims court instead of arbitration, so long as the claim remains on an individual (non-class) basis. This option is meant for low-value disputes that can be handled informally in small claims. This small-claims exception is available only to consumer accounts; if you are a business user, all claims between you and SLYD must go to arbitration even if they might be small enough for small claims court.
Arbitration Fees (Cost to Consumers)
SLYD will cover the costs of arbitration for consumer claims to remove financial barriers. If you are a consumer, you will only need to pay at most an amount equal to the fee to file a lawsuit in court, and SLYD will pay or reimburse all other AAA arbitration filing, administrative, or arbitrator fees above that amount, in accordance with AAA's Consumer Rules. (In many cases, this means SLYD pays the bulk of arbitration fees – for example, under AAA's Consumer Fee Schedule, a consumer pays a small filing fee and the business must pay the rest.) Additionally, SLYD will not seek attorneys' fees from a consumer in arbitration unless the arbitrator determines the claim was frivolous. These fee provisions aim to ensure that arbitration is affordable for individuals.
Business Users (Commercial Use) – Mandatory Commercial Arbitration
If you are using SLYD for a business or professional purpose (this includes all Suppliers, organizations, and individuals using SLYD on behalf of a company or for revenue-generating or institutional projects), you are considered a business user and different dispute terms apply:
No Opt-Out
Business users cannot opt out of arbitration. By using SLYD for commercial purposes, you irrevocably agree to resolve all disputes with SLYD through binding arbitration. The 30-day arbitration opt-out that may be available to consumers is not offered to business users.
No Small Claims Exception
As a business user, you waive any right to bring claims against SLYD in small claims court. All disputes must be arbitrated, regardless of the amount in controversy. (This ensures that even low-value business disputes are handled in the agreed arbitration forum, providing consistency.)
AAA Commercial Rules & Fee Sharing
Business-related disputes will be governed by the AAA's Commercial Arbitration Rules, and the costs of arbitration will be allocated according to those rules (e.g. filing and administrative fees are typically split between the parties or borne by the business under AAA's fee schedules). In practice, this means you may be responsible for a share of the arbitration fees and arbitrator compensation, as is standard in commercial arbitrations. (For example, under typical AAA Commercial procedures, the company and the user might each pay a portion of the arbitrator's fees and AAA administrative fees.) By using SLYD as a business, you acknowledge that fee-splitting or paying your share of arbitration costs is not prohibitive or unconscionable in the context of your business use. SLYD and you can also agree to specific fee arrangements in a particular case, or the arbitrator can reallocate fees if appropriate under the law or AAA rules.
Common Terms (All Users)
The following arbitration terms apply to all disputes, whether consumer or business:
Arbitration Forum & Location
Disputes will be arbitrated by a neutral arbitrator administered by AAA (or another agreed provider) as noted. The default location of arbitration is Delaware, USA, unless both you and SLYD agree to an alternative location or remote (virtual) arbitration. We will work in good faith to accommodate remote hearings or a more convenient location if traveling to Delaware would cause undue hardship (especially for consumers).
Arbitrator's Authority
The arbitrator has authority to award any relief on an individual basis that a court could award to that individual party. This includes monetary damages, injunctive or declaratory relief (to the extent needed to resolve your individual claim), and any statutory remedies. However, the arbitrator may not award relief to anyone who is not a party to the arbitration. The arbitrator must follow the terms of this Agreement and applicable law.
Class Action Waiver
All arbitrations are individual only. Neither you nor SLYD can bring or participate in a class action or class arbitration against the other. You and SLYD waive any right to pursue claims on a class, collective, or representative basis. This means no combined cases and no plaintiff can seek relief on behalf of others in arbitration. If a court decides that applicable law precludes enforcement of this class waiver as to a particular claim or request for relief (such that the claim could proceed on a class basis), then that claim/relief must be litigated in court (not arbitrated) and any other claims will still be arbitrated on an individual basis.
Temporary Injunctive Relief
Either party may go to court to seek temporary injunctive relief to prevent immediate, irreparable harm (such as an urgent request to stop intellectual property infringement or misuse of data) while an arbitration is pending. For example, SLYD can go to court to get an order stopping the unauthorized disclosure of trade secrets or violation of its intellectual property rights, or you can seek a court order to temporarily halt a misuse of your data or a security breach. This is only a temporary measure – any underlying claims for damages or permanent remedies must still be resolved through arbitration. (Notably, claims relating to privacy or data protection that seek monetary relief are not exempt from arbitration under this Agreement; only immediate injunctive measures to prevent harm are allowed in court on a temporary basis.)
Exclusive Jurisdiction for Permitted Court Actions
Except for small claims cases (for consumers) or temporary injunctive relief as noted, if a dispute between you and SLYD ever proceeds in court (either because you opted out of arbitration or a court finds that the arbitration clause is unenforceable or not applicable to your claim), it will be heard exclusively in the state or federal courts of Delaware. Both you and SLYD consent to the personal jurisdiction of Delaware courts in such cases, and waive any objections based on inconvenience or other jurisdictional arguments. (Delaware is the agreed forum for any litigation regarding our terms.) Additionally, any jury trial is waived in any litigation (if, for example, a consumer opts out or a claim must be in court, the trial will be to a judge, not a jury).
Time Limit to File Claims
To ensure timely resolution of disputes, you must file any claim within one (1) year from the date you knew or reasonably should have known of the issue giving rise to the claim, unless a longer period is required by law. If a claim is not filed within one year (and law doesn't mandate extra time), that claim is permanently barred. (This limitation does not apply to claims for intellectual property infringement or confidentiality breaches, which may have their own statutes of limitations.)
Confidentiality of Proceedings
All aspects of the arbitration shall be confidential. Neither you nor SLYD may disclose the existence, content, or results of any arbitration (including any rulings or award) to any third party, except as may be necessary to enforce the award or as required by law. This confidentiality helps both parties resolve disputes discreetly.
Acknowledgment
By agreeing to SLYD's terms, you acknowledge that you have read and understood this dispute resolution section and that you waive the right to a trial by jury or to participate in a class action for any dispute with SLYD. If you are a Consumer, you understand you have the 30-day opt-out right described above; if you do not exercise it, this arbitration agreement is effective. This arbitration clause will survive termination of your relationship with SLYD. (Even if your account or the terms are terminated, you and SLYD are still bound to arbitrate any disputes that have arisen or may arise from your use of the platform.)
