Terms of Use and Sale

Effective: 8/20/26

PLEASE READ THESE TERMS OF USE AND SALE CAREFULLY BEFORE USING THIS SITE. OpenBorder, Inc. (“OpenBorder”) maintains this website and any related mobile apps (collectively the “Site”) as a service to our customers, and by using the Site you agree to comply with and be bound by the following terms of use and sale (“Terms”). Please review the Terms carefully and check them periodically for changes. If you do not agree to the Terms you should not review information or obtain products or services from the Site.

Please visit the section for your region of residence or access through the links below for additional Terms:

United Kingdom / European Union

Australia / New Zealand

All Other Regions

1. Acceptance of Terms

You agree to the terms and conditions in these Terms. These Terms constitute the entire and only agreement between OpenBorder and you, and supersede all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Site, the content, products or services provided by or through the Site, and the subject matter of these Terms. Any terms and conditions which you include in any purchase order, confirmation of order or other document are expressly excluded. Any variation of these Terms will be binding on OpenBorder only if agreed by you and an authorized representative of OpenBorder.

2. Your Use of the Site

By accessing the Site you agree to not use the Site to create any material that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable, or that infringes on any intellectual property or other proprietary rights of any third party. The viewing, printing or downloading of any materials from the Site grants you only a limited, nonexclusive license for use solely by you for your own personal use and not for republication, distribution, assignment, sublicense, sale, preparation of derivative works or other use. You may not reproduce in any form or incorporate into any information retrieval system, electronic or mechanical, any images, information, and/or materials from the Site, other than for your personal use, but not for resale or redistribution.

3. Privacy Policy

We process your personal data in accordance with our [Privacy Policy], as it may be updated from time to time.

4. Proprietary Rights

The content, organization, graphics, design, compilation, magnetic translation, digital conversion and other matters related to the Site are protected under applicable intellectual property and other proprietary rights. Except as stated herein, you are strictly prohibited from the copying, redistribution, use or publication of any part of the Site. You do not acquire ownership rights to any content or materials viewed through the Site.

5. Links to Third-Party Web Sites

The Site may contain links to other websites. We are not responsible for the content, accuracy or opinions express in these websites. We do not approve or endorse any of these websites. If you decide to access any of these third-party sites, you do so at your own risk.

6. Indemnification

You agree to, indemnify and hold OpenBorder and its officers, directors, managers, employees, agents, affiliates and licensors harmless from all losses, damages, liabilities, costs and expenses, including but not limited to statutory attorneys’ fees attributable to and caused by (a) content you submit, post to or transmit through the Site, (b) your use of the Site, (c) your connection to the Site, (d) your violation of this Agreement, or (e) your violation of any rights of a third party, including intellectual property rights.

7. Site Modifications

We reserve the right in our sole discretion to edit or delete any documents, information or other content on the Site without notice.

8. Creation and Termination of Account

By creating an account, you confirm that the information you provide is true. We may cancel your account at any time and without notice if we determine you have provided false or misleading information or have violated or abused any of these Terms.

9. Submissions

If you submit any materials to OpenBorder, including but not limited to contest entries, suggestions, reviews, or photographs ("Submissions"), the Submissions shall be deemed, to the extent allowed under applicable law, to be the sole property of OpenBorder, and OpenBorder shall be deemed to own all known and hereafter existing rights of every kind and nature regarding the Submissions and shall be entitled to unrestricted use of the Submissions for any purpose, without compensation to the provider of the Submissions. If the preceding sentence is ineffective under applicable law, as a condition of providing the Submissions to OpenBorder, you irrevocably grant OpenBorder a non-exclusive perpetual worldwide license to use and exploit all intellectual property rights (including without limitation, copyright) in and to the Submissions and consent to OpenBorder doing (or omitting to do) any acts in respect of the Submission which may otherwise constitute an infringement of your moral rights. For the avoidance of doubt, OpenBorder may use all or any part of your Submissions for any purposes at its discretion, including, without limitation, using the Submissions for promotional, marketing or publicity purposes. You warrant to OpenBorder that any Submissions you provide are your original work and do not infringe the rights of any third party. In addition, you indemnify OpenBorder against all loss, damages and costs incurred by OpenBorder arising from any breach by you of the warranty set out in this condition.

10. Not for Resale

The products or services provided by or through the Site are intended for the your own use in the jurisdiction in which the sale was made and are not for resale.

11. English Language

The only official version of these Terms, and all communications related to these Terms, will be in the English language. Any translation in another language shall be deemed for convenience only and shall not prevail over the original English version

United Kingdom / European Economic Area

If you are a consumer located in the United Kingdom or the European Union, the following additional Terms apply:

1. Order Process, Modification and Rejection
   When you place an order via our Site you submit an offer to OpenBorder to buy the product(s) in your order. We will then send you a message to the email address you provided at check out confirming receipt of your order and containing the details of your order (“Order Confirmation”). The Order Confirmation is acknowledgement that we have received your order and does not confirm acceptance of your offer to buy the product(s) ordered. OpenBorder reserves the right to reject or modify any order, whether such order has been confirmed and/or your credit card or other payment method has been charged. You will be notified of any rejection to your order at the email address you provided at check out. If your credit card or other payment method has already been charged and any portion of your order is rejected, OpenBorder will issue a credit to your payment method for the amount rejected. Acceptance of your order and completion of the contract between us will take place when we dispatch the product(s) to you. After the contract has been formed you will be sent a dispatch confirmation to the email address you provided at check out.

   
   

2. Shipping, Risk of Loss and Title
   Unless agreed otherwise, shipping will be made to the delivery address indicated by you. The risk of damage or loss of products passes to you upon delivery of your order. Delivery lead times vary. All delivery dates are estimates containing approximate values and are not a guarantee that the products will be delivered on the specified date. We retain title to all products delivered until payment has been fully made.

   
   

3. Prices and Payments
   The prices of the product(s) and delivery charges are quoted on our Site when you place your order. Product prices include VAT where applicable. You represent and warrant that any credit card or other payment method information you supply is true, correct and complete, and you will pay the charges incurred by you.

   
   

4. Warranty and Returns
   Our Warranty and Return Policy is a part of this Agreement. It applies irrespective of and does not affect any of your statutory warranty and return rights granted to you under applicable law, including, but not limited to, your right of withdrawal as described in section 8. If you are a consumer from the European Economic Area or the UK, you have statutory warranty rights for a period of two years from the delivery of the products and can request repair or replacement of products that have defects or are not as described. If the products cannot be repaired or replaced within a reasonable time or cannot be repaired or replaced without difficulties you can claim reimbursement or a reduction of the purchase price.

   
   

5. Limitation of Liability
   OpenBorder is liable without limitation for damages caused by an intentional or gross negligent breach of a duty by OpenBorder or one of its legal representatives or vicarious agents. In addition, OpenBorder is liable for slight negligent breach of essential obligations. Essential are obligations, the breach of which puts at risk the achievement of the contractual purpose or the performance of which enables the fulfillment of the contract and is regularly relied on by you; in this case, OpenBorder is only liable for foreseeable damages that are typical for the contract. OpenBorder is not liable for slight negligent breach of any other obligations than those mentioned in the previous sentences. The aforementioned limitations of liability do not apply to damages caused to life, body or health, to a breach of a guarantee or to defects that were fraudulently concealed. The liability under the German Product Liability Act remains unaffected. To the extent the liability of OpenBorder is excluded or limited under this section, such exclusion or limitation also applies to OpenBorder’s employees, legal representatives and vicarious agents.

   
   

6. Governing Law
   The Terms shall be governed by and interpreted in accordance with the substantive laws of Germany, without regard to its choice of law provisions, and not by the 1980 U.N. Convention on contracts for the international sale of goods.

   
   

7. Dispute Resolution and Place of Jurisdiction
   We are available at [subd@openborder.com] to address any concerns you may have regarding the Site or any purchases you make of our products. Most concerns may be quickly resolved in this manner. The European Commission provides an online dispute resolution (ODR) platform, which can be accessed at ec.europa.eu/consumers/odr. OpenBorder is neither obliged nor willing to participate in dispute resolution proceedings before a consumer arbitration board. Unless you are a consumer residing in Switzerland, you and we agree to submit to the non-exclusive jurisdiction of the courts of Germany, which means that you may bring a claim to enforce your consumer protection rights in connection with these Terms in Germany or in the EU country in which you are domiciled.

   
   

8. Statutory Right of Withdrawal

   If you are a consumer from the European Economic Area or the UK you have the following right of withdrawal:

   INSTRUCTIONS ON RIGHT OF WITHDRAWAL
   

   Right of Withdrawal:
   

   You have the right to withdraw from this contract within 14 days without giving any reason.The withdrawal period will expire after 14 days from the day on which you acquire, or a third party other than the carrier and indicated by you acquires, physical possession of the goods. Where you have subscribed to a replenishment plan, the withdrawal period will expire after 14 days from the day on which you acquire, or a third party other than the carrier and indicated by you acquires, physical possession of the first good.
   

   To exercise the right of withdrawal, you must inform us at OpenBorder, Inc., 1317 Edgewater Drive, Suite 6010, Orlando, Florida 32804, USA or preferably at [subd@openborder.com] of your decision to withdraw from the contract by an unequivocal statement (e.g. a letter sent by post or e-mail). You may use the attached model withdrawal form, but it is not obligatory.

   To meet the withdrawal deadline, it is sufficient for you to send your communication concerning your exercise of the right of withdrawal before the withdrawal period has expired.

   Effects of Withdrawal:

   If you withdraw from the contract, we shall reimburse to you all payments received from you, including the costs of delivery (with the exception of the supplementary costs resulting from your choice of a type of delivery other than the least expensive type of standard delivery offered by us), without undue delay and in any event not later than 14 days from the day on which we are informed about your decision to withdraw from this contract. We will carry out such reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of such reimbursement. We may withhold reimbursement until we have received the goods back or you have supplied evidence of having sent back the goods, whichever is the earliest.

   You shall send back the goods or hand them over to us without undue delay and in any event not later than 14 days from the day on which you communicate your withdrawal from this contract to us. The deadline is met if you send back the goods before the period of 14 days has expired.
   

   You will bear the costs of returning the goods.

   You are only liable for any diminished value of the goods resulting from the handling other than what is necessary to establish the nature, characteristics and functioning of the goods.

   EXCEPTIONS TO THE RIGHT OF WITHDRAWAL

   The right to withdrawal does not exist or lapses, as the case may be, in the case of contracts regarding:

   • the supply of sealed goods which are not suitable for return due to health protection or hygiene reasons and which were unsealed after delivery; or
     
   • the supply of goods which are, after delivery, according to their nature, inseparably mixed with other items.
     

   END OF INSTRUCTION ON RIGHT OF WITHDRAWAL

   Model Withdrawal Form:
   

   (Complete and return this form only if you wish to withdraw from the contract.)
   

   a. To: OpenBorder, Inc., 1317 Edgewater Drive, Suite 6010, Orlando, Florida 32804, USA or preferably at [subd@openborder.com] 
   

   b. I / we () hereby give notice that I / we () withdraw from my / our () contract of sale of the following goods () / for the provision of the following service () 
   

   c. Ordered on () / received on (*), 
   

   d. Name of the consumer(s): 
   

   e. Address of the consumer(s): 
   

   f. Signature of the consumer(s) (only for notification on paper): 
   

   g. Date:
   

   (*) Delete where inapplicable.
   

   
   
9. Site Modifications
   We reserve the right in our sole discretion to edit or delete any documents, information or other content on the Site without notice.
   
   
10. Updates to these Terms of Use and Sale.
    We may modify these Terms from time to time. Minor changes not affecting your rights and constituting an unfair disadvantage to you, may occur at any time, with or without notice to you, and are effective upon posting. In the case of any material changes, we will notify you by posting the amended terms on the Site at least thirty (30) days before the effective date of the changes. In our discretion, we may also provide notice of changes via email to anyone who has provided us an email address or as may be required by law. If, in such case, you do not object to the changes in text form within a period of six weeks after receipt of the email, you will be deemed to have accepted the changes. We will inform you in the email of your right to object, the applicable form and time requirements and the consequences of not objecting to the changes. You are responsible for keeping the email address you supply to us current. We are not responsible for any outdated or incorrect information you may provide. If you do not agree with the proposed changes, you should discontinue your use of the Site prior to the time the new Terms take effect. If you continue using the Site after the new terms take effect, you will be bound by the modified Terms.

Australia / New Zealand

If you are a consumer located in Australia or New Zealand, the following additional Terms apply:

NOTICE REGARDING DISPUTE RESOLUTION AND YOUR RIGHT TO OPT-OUT:

THESE TERMS CONTAIN PROVISIONS THAT GOVERN HOW TO RESOLVE CLAIMS THAT YOU AND OPENBORDER MAY HAVE AGAINST EACH OTHER (SEE THE SECTION ON ARBITRATION AND CLASS ACTION WAIVER BELOW), INCLUDING AN AGREEMENT AND OBLIGATION TO ARBITRATE DISPUTES, WHICH WILL, TO THE EXTENT ALLOWED BY APPLICABLE LAW, AND SUBJECT TO LIMITED EXCEPTIONS, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING ARBITRATION, UNLESS YOU OPT-OUT IN ACCORDANCE WITH THESE TERMS. UNLESS YOU OPT-OUT OF ARBITRATION (A) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST US ON AN INDIVIDUAL BASIS, NOT AS PART OF ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND (B) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.

1. Order Modification and Rejection
   OpenBorder reserves the right to reject or modify any order, whether such order has been confirmed and/or your credit card has been charged. You will be notified of any rejection or changes to your order at the email address you provided at check out. If your credit card has already been charged and any portion of your order is rejected, OpenBorder will issue a credit to your credit card account for the amount rejected.

   
   

2. Shipping and Risk of Loss
   Title to ordered products and risk of loss of products passes to you upon delivery of your order to the carrier. Delivery lead times vary. All delivery dates are estimates and are not a guarantee that the products will be delivered on the specified date. In New Zealand, if you are a "consumer" under the Consumer Guarantees Act 1993 (NZ) the products will be delivered at a time or within a period agreed, or if no time or period is agreed, within a reasonable time. Subject to any consumer laws in certain countries (such as New Zealand) which provide for non-excludable remedies in the case of certain delays in delivery, we will not be liable for any loss or expenses which you may incur because of any delay in the delivery of your order.

   
   

3. Payments
   You represent and warrant that any credit card information you supply is true, correct and complete, charges incurred by you will be honored by your credit card company, and you will pay the charges incurred by you at the posted prices, including shipping fees and applicable taxes.

   
   

4. Warranty and Returns
   Our Warranty and Return Policy is a part of this Agreement.

   
   

5. Creation and Termination of Account
   By creating an account, you confirm that the information you provide is true. We may cancel your account at any time and without notice if we determine you have provided false or misleading information or have violated or abused any of these Terms.

   
   

6. Limitation of Liability
   NOTHING IN THESE TERMS LIMITS, EXCLUDES OR MODIFIES OR PURPORTS TO LIMIT, EXCLUDE OR MODIFY ANY STATUTORY CONSUMER GUARANTEES OR ANY IMPLIED CONDITION OR WARRANTY THE EXCLUSION OF WHICH FROM THESE TERMS WOULD CONTRAVENE ANY STATUTE OR CAUSE ANY PART OF THESE TERMS TO BE VOID (“NON-EXCLUDABLE GUARANTEES”). SUBJECT TO ANY NON-EXCLUDABLE GUARANTEES AND TO THE EXTENT ALLOWED UNDER APPLICABLE LAW, UNDER NO CIRCUMSTANCES INCLUDING, WITHOUT LIMITATION, ITS OWN NEGLIGENCE, SHALL OPENBORDER OR ITS MEMBERS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, SUBSIDIARIES, SUPPLIERS, OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, TRANSMITTING, OR DISTRIBUTING OUR PRODUCTS AND SERVICES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (A) THE USE OR INABILITY TO USE THE WEBSITE; (B) THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS AND SERVICES RESULTING FROM ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SITE; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE OR (E) ANY OTHER MATTER RELATING TO THE SITE. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

   
   

7. Governing Law
   To the extent permitted by law, the Terms shall be governed by and interpreted in accordance with the substantive laws of the state of Delaware, U.S.A., without regard to its choice of law provisions, and not by the 1980 U.N. Convention on contracts for the international sale of goods. If the arbitration clause below is inapplicable then you consent to the jurisdiction of the federal or state courts in Delaware for purposes of any suit, action or proceeding arising out of these Terms, including the purchase of any products from the Site. Any cause of action or claim you may have arising out of or relating to the Terms or the Site, including the purchase of OpenBorder products must, subject to any Non-Excludable Guarantee be commenced within one year after the claim or cause of action arises.

   
   

8. Arbitration and Class Action Waiver

   a.Initial Dispute Resolution
   We are available at [subd@openborder.com] to address any concerns you may have regarding the Site or any purchases you make of our products. Most concerns may be quickly resolved in this manner. You and we agree to use best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations which shall be a precondition to either party initiating a lawsuit or arbitration.

   b.Agreement to Binding Arbitration
   If we do not reach a solution within 30 days from the time we begin informal dispute resolution, then either party may initiate binding arbitration. All claims arising out of or relating to the Terms (including their formation, performance and breach), the parties’ relationship with each other and/or your use of the Site shall be finally settled by binding individual arbitration administered on a confidential basis by JAMS, in accordance with the JAMS Streamlined Arbitration Rules and Procedures, excluding any rules or procedures governing or permitting class arbitration. Each party will have the right to use legal counsel in connection with arbitration at its own expense. The parties shall select a single neutral arbitrator. The arbitrator, and not any federal, state 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 the Terms, including, but not limited to, any claim that all or any part of the Terms 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 in writing and provide a statement of the essential findings and conclusions, shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The interpretation and enforcement of the Terms shall be subject to the Federal Arbitration Act.

   The JAMS rules governing the arbitration may be accessed at jamsadr.com/adr-rules-procedures. If you initiate arbitration, to the extent the filing fee for the arbitration exceeds Two Hundred and Fifty U.S. Dollars ($250.00), we will pay the additional cost. If we are required to pay the additional cost of the filing fees, you should submit a request for payment of fees to JAMS along with your form for initiating the arbitration, and we will make arrangements to pay all necessary fees directly to JAMS. We will also be responsible for paying all other arbitration costs arising in connection with the arbitration. You will not be required to pay fees and costs incurred by OpenBorder if you do not prevail in arbitration.

   The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

   c. Class Action and Class Arbitration Waiver
   You and OpenBorder further agree that any arbitration shall be conducted in your respective individual capacities only and not as a class action or other representative action, and you and OpenBorder each expressly waive your respective right to file a class action or seek relief on a class basis. If any court or arbitrator determines that the class action waiver in this paragraph is void or unenforceable or that an arbitration can proceed on a class basis, then the arbitration provision in this section shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

   d. Exception - Small Claims Court Claims
   Notwithstanding the parties' agreement to resolve all disputes through arbitration, either party may seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.

   e. 30 Day Right to Opt Out
   You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth in Sections 15(B), 15(C), and 15(D) by sending written notice of your decision to opt-out to the following email: [subd@openborder.com]. The notice must be sent within thirty (30) days of creation of an account or placing your first order with us; otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, we also will not be bound by them.

   NO CLASS ACTIONS

   TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO PURSUE DISPUTES ON A CONSOLIDATED OR CLASSWIDE BASIS; THAT IS, TO EITHER JOIN A CLAIM WITH THE CLAIM OF ANY OTHER PERSON OR ENTITY, OR ASSERT A CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANYONE ELSE IN ANY LAWSUIT, ARBITRATION, OR OTHER PROCEEDING. YOU UNDERSTAND THAT BY AGREEING TO THIS CLASS ACTION WAIVER, YOU MAY ONLY BRING CLAIMS AGAINST THE COMPANY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.

   
   

9. Updating the Terms
   We may modify these Terms from time to time. Minor changes not affecting your rights may occur at any time, with or without notice to you, and are effective upon posting. In the case of any material changes, we will notify you by posting the amended terms on the Site at least thirty (30) days before the effective date of the changes. In our discretion, we may also provide notice of material changes via email to anyone who has provided us an email address or as may be required by law. You are responsible for keeping the email address you supply to us current. We are not responsible for any outdated or incorrect information you may provide. If you do not agree with the proposed changes, you should discontinue your use of the Site prior to the time the new terms take effect. If you continue using the Site after the new terms take effect, you will be bound by the modified Terms.

All Other Regions

If you are not a consumer located in the United Kingdom, European Union, Australia or New Zealand, the following additional Terms apply:

NOTICE REGARDING DISPUTE RESOLUTION AND YOUR RIGHT TO OPT-OUT: THESE TERMS CONTAIN PROVISIONS THAT GOVERN HOW TO RESOLVE CLAIMS THAT YOU AND OPENBORDER MAY HAVE AGAINST EACH OTHER (SEE THE SECTION ON ARBITRATION AND CLASS ACTION WAIVER BELOW), INCLUDING AN AGREEMENT AND OBLIGATION TO ARBITRATE DISPUTES, WHICH WILL, SUBJECT TO LIMITED EXCEPTIONS, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING ARBITRATION, UNLESS YOU OPT-OUT IN ACCORDANCE WITH THE TERMS. UNLESS YOU OPT-OUT OF ARBITRATION (A) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST US ON AN INDIVIDUAL BASIS, NOT AS PART OF ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND (B) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.

1. Modification and Rejection
   OpenBorder reserves the right to reject or modify any order, whether such order has been confirmed and/or your credit card has been charged. You will be notified of any rejection or changes to your order at the email address you provided at check out. If your credit card has already been charged and any portion of your order is rejected, OpenBorder will issue a credit to your credit card account for the amount rejected.

   
   

2. Shipping and Risk of Loss
   Title to ordered products and risk of loss of products passes to you upon delivery of your order to the carrier. Delivery lead times vary. All delivery dates are estimates and are not a guarantee that the products will be delivered on the specified date. We will not be liable for any loss or expenses which you may incur because of any delay in the delivery of your order.

   
   

3. Payments
   You represent and warrant that any credit card information you supply is true, correct and complete, charges incurred by you will be honored by your credit card company, and you will pay the charges incurred by you at the posted prices, including shipping fees and applicable taxes.

   
   

4. Warranty and Returns
   Our Warranty and Return Policy is a part of this Agreement.

   
   

5. Limitation of Liability
    TO THE EXTENT ALLOWED UNDER APPLICABLE LAW, UNDER NO CIRCUMSTANCES INCLUDING, WITHOUT LIMITATION, ITS OWN NEGLIGENCE, SHALL OPENBORDER OR ITS MEMBERS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, SUBSIDIARIES, SUPPLIERS, OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, TRANSMITTING, OR DISTRIBUTING OUR PRODUCTS AND SERVICES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (A) THE USE OR INABILITY TO USE THE WEBSITE; (B) THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS AND SERVICES RESULTING FROM ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SITE; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE OR (E) ANY OTHER MATTER RELATING TO THE SITE. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.  NOTHING HEREIN LIMITS YOUR ABILITY TO RECOVER DAMAGES OR ATTORNEYS’ FEES WHERE MANDATED BY STATUTE OR APPLICABLE LAW.

   
   

6. Governing Law
   To the extent permitted by law, the Terms shall be governed by and interpreted in accordance with the substantive laws of the state of Delaware, U.S.A., without regard to its choice of law provisions, and not by the 1980 U.N. Convention on contracts for the international sale of goods. If the arbitration clause below is inapplicable then you consent to the jurisdiction of the federal or state courts in Delaware for purposes of any suit, action or proceeding arising out of these Terms, including the purchase of any products from the Site. Any cause of action or claim you may have arising out of or relating to the Terms or the Site, including the purchase of OpenBorder products must be commenced within one year after the claim or cause of action arises.

   
   

7. Arbitration and Class Action Waiver
   

   a. Initial Dispute Resolution
   We are available at [subd@openborder.com] to address any concerns you may have regarding the Site or any purchases you make of our products. Most concerns may be quickly resolved in this manner. You and we agree to use best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations which shall be a precondition to either party initiating a lawsuit or arbitration.

   b. Agreement to Binding Arbitration
   If we do not reach a solution within 30 days from the time we begin informal dispute resolution, then either party may initiate binding arbitration. All claims arising out of or relating to the Terms (including their formation, performance and breach), the parties’ relationship with each other and/or your use of the Site shall be finally settled by binding individual arbitration administered on a confidential basis by JAMS, in accordance with the JAMS Streamlined Arbitration Rules and Procedures, excluding any rules or procedures governing or permitting class arbitration. Each party will have the right to use legal counsel in connection with arbitration at its own expense. The parties shall select a single neutral arbitrator. The arbitrator, and not any federal, state 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 the Terms, including, but not limited to, any claim that all or any part of the Terms 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 in writing and provide a statement of the essential findings and conclusions, shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The interpretation and enforcement of the Terms shall be subject to the Federal Arbitration Act.

   The JAMS rules governing the arbitration may be accessed at jamsadr.com/adr-rules-procedures. If you initiate arbitration, to the extent the filing fee for the arbitration exceeds Two Hundred and Fifty U.S. Dollars ($250.00), we will pay the additional cost. If we are required to pay the additional cost of the filing fees, you should submit a request for payment of fees to JAMS along with your form for initiating the arbitration, and we will make arrangements to pay all necessary fees directly to JAMS. We will also be responsible for paying all other arbitration costs arising in connection with the arbitration. You will not be required to pay fees and costs incurred by OpenBorder if you do not prevail in arbitration.

   The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

   c. Class Action and Class Arbitration Waiver
   You and OpenBorder further agree that any arbitration shall be conducted in your respective individual capacities only and not as a class action or other representative action, and you and OpenBorder each expressly waive your respective right to file a class action or seek relief on a class basis. If any court or arbitrator determines that the class action waiver in this paragraph is void or unenforceable or that an arbitration can proceed on a class basis, then the arbitration provision in this section shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

   d. Exception - Small Claims Court Claims
   Notwithstanding the parties' agreement to resolve all disputes through arbitration, either party may seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.

   e. 30 Day Right to Opt Out
   You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth in Sections 15(B), 15(C), and 15(D) by sending written notice of your decision to opt-out to the following email: [subd@openborder.com]. The notice must be sent within thirty (30) days of creation of an account or placing your first order with us; otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, we also will not be bound by them.

   NO CLASS ACTIONS

   TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO PURSUE DISPUTES ON A CONSOLIDATED OR CLASSWIDE BASIS; THAT IS, TO EITHER JOIN A CLAIM WITH THE CLAIM OF ANY OTHER PERSON OR ENTITY, OR ASSERT A CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANYONE ELSE IN ANY LAWSUIT, ARBITRATION, OR OTHER PROCEEDING. YOU UNDERSTAND THAT BY AGREEING TO THIS CLASS ACTION WAIVER, YOU MAY ONLY BRING CLAIMS AGAINST THE COMPANY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.

   
   
   

8. Updates to These Terms of Use and Sale
   We may modify these Terms from time to time. Minor changes not affecting your rights may occur at any time, with or without notice to you, and are effective upon posting. In the case of any material changes, we will notify you by posting the amended terms on the Site at least thirty (30) days before the effective date of the changes. In our discretion, we may also provide notice of material changes via email to anyone who has provided us an email address or as may be required by law. You are responsible for keeping the email address you supply to us current. We are not responsible for any outdated or incorrect information you may provide. If you do not agree with the proposed changes, you should discontinue your use of the Site prior to the time the new Terms take effect. If you continue using the Site after the new terms take effect, you will be bound by the modified Terms.