Ello Terms of Service

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1. Introduction

Welcome to Ello! Please read these Terms of Service (the “Terms”) carefully before using the services offered by Ello Technology, Inc. (“we,” “our,” or “us,” or “Ello”), the providers and operators of the services. These Terms govern your access to, use and/or registration to our website, related websites, mobile sites, data files, visualizations and applications which link to these terms of service (the “Site”) and to all our products, software or services (collectively the “Services”).

• By accessing, downloading, installing, purchasing, or otherwise using the Services, you acknowledge that you have read, understood, agree with and accept to be bound and governed by these Terms. If you do not accept these Terms, then you may not use or access our Services.
• If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms. In such cases, “you” and “your” also refer to that organization.
• Persons under 18 years of age may use the Services only in conjunction with and under the supervision of a parent or legal guardian. By providing consent for your child's use of the Services, you agree to these Terms on their behalf.
• Your purchases and/or use of the Services is not contingent upon the delivery of any future functionality or features, nor dependent on any oral or written statements regarding future functionality or features.
• If you have entered into a separate written agreement with Ello for use of the Services, that agreement shall prevail over any conflicting provisions in these Terms.‍
• Certain features of the Services may be subject to additional guidelines, terms, or rules, which will be posted on the Service or Site in connection with such features. In the event of a conflict, those additional terms will govern solely with respect to the applicable feature.
• ARBITRATION NOTICE: EXCEPT AS OTHERWISE PROVIDED IN THE ARBITRATION CLAUSE BELOW, DISPUTES BETWEEN YOU AND ELLO WILL BE RESOLVED BY BINDING ARBITRATION AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

2. Description of Services

Ello provides access to an AI powered, real-time automated learning application (the “Ello App”) Our goal is to offer a high quality learning experience for children, supported by a virtual learning companion .

Note that if you access the Ello App ****through a mobile network, your network or roaming provider’s messaging, data and other rates and fees will apply. Downloading, installing or using certain Ello App features may be prohibited or restricted by your network provider and not all Ello App features may work with your network provider or device.

3. Your Account

In the course of registering for or using the Services, you may be required to provide certain information, including your name, email address, phone number, valid mailing address, credit card information, child’s first name, child’s grade and reading level, child’s interest, username and password (“Credentials”). Ello handles such information with the utmost attention, care and security. Please review our Privacy Policy which sets out the terms on which Ello processes and protects your and your child’s personal information.

You are solely responsible for maintaining and protecting your Credentials and for all your account activities in connection with the Services. You agree to keep your account information accurate and up to date. You agree to immediately notify Ello if you suspect unauthorized use of your Credentials, account or any breach of security. Ello is not liable for any loss or damage resulting from your failure to safeguard your Credentials.

4. Ello Subscription - Service Fee & Payment

YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW FOR SUCCESSIVE PERIODS OF THE SAME DURATION UNLESS CANCELED PRIOR TO THE RENEWAL DATE INDICATED IN YOUR ACCOUNT’S SUBSCRIPTION MANAGEMENT PAGE.

You remain solely responsible for all charges incurred through your account and payment methods. We will not be liable for any unauthorized use, including those made by your children or others, of your credit card, PayPal account, or other payment platforms in connection with the Services. You may report unauthorized use to us, and we will take commercially reasonable steps within our control to help prevent future unauthorized transactions. However, we do not guarantee reimbursement or prevention of such unauthorized transactions.

We use a third-party payment processor (currently Stripe and Apple Pay) to handle payment transactions. By submitting your payment information, you grant Ello the right to store and process your information through such third-party payment services. Ello will not be responsible for any failures by the third party to adequately protect such information. All financial matters regarding your information are subject to the conditions of the third-party provider's terms of service; the current version of which is available at https://stripe.com/us/legal/. We may change payment processors and transfer your information to other service providers that encrypt your information using secure socket layer technology (SSL) or other comparable security technology.

You are responsible for payment of Service Fees, and any state and local sales taxes that apply to your purchase. If we do not collect the applicable sales tax, you are responsible for paying any applicable use taxes.

5. Content

The Services may include information, reviews, recommendations, messages, comments, posts, text, graphics, software, photographs, videos, data, and other materials (“Content”) provided by Ello or its suppliers (“Ello-Supplied Content”). While Ello strives to keep the Ello-Supplied accurate, complete, and up-to-date, Ello does not guarantee its accuracy, completeness, or timeliness. Ello may update, modify, or discontinue Ello-Supplied Content at its discretion.

You may create, link to, transmit, record, upload, publish, distribute or display information (such as data files, written text, software, music, audio files or other sounds, photographs, videos or other images) through the Services (“User Content”). You represent and warrant that you have all necessary rights to upload User Content and that such content does not infringe any third-party rights.

You are solely responsible for all User Content and any consequences of your actions (including any loss or damage which Ello may suffer) in connection with such User Content. If you are registering for these Services on behalf of an organization, you are responsible for the actions of associated Users and their User Content.

You shall not, and must ensure associated Users do not, knowingly use the Services to send, receive, access or disseminate any (i) material that is offensive, abusive, indecent, obscene, menacing, fraudulent, or in breach of any laws, regulations or common standards or (ii) viruses or other computer programs intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any information or our systems.

For the avoidance of doubt, Ello reserves the right, but has no obligation, to control, actively monitor or remove User Content and does not guarantee the accuracy, integrity or quality of such Content. Ello will have no liability for any communications transmitted by virtue of the Services.

Ello reserves the right to refuse to store, provide, or otherwise maintain User Content for any or no reason, including violations of these Terms, service cancellation or suspension. Ello may delete User Content upon expiration or termination of Services. Deleted content may be irretrievable. Ello has no responsibility or liability for deletion or failure to store any User Content.

You must immediately take down any Content that violates these Terms, including pursuant to a takedown request from Ello. If you fail to do so, Ello reserves the right to directly take down such Content.

By submitting, posting or uploading User Content through the Services, you grant Ello a worldwide, nonexclusive, perpetual, royalty-free, fully sub-licensable, license as set below:

1. Public Content: For User Content made publicly or generally available (e.g. public forum posts), Ello may use, reproduce, modify, adapt, publish, translate, create derivative works, distribute, publicly perform and display such content (in whole or part) worldwide via the Services or otherwise, and/or to incorporate it in other works in any form, media, or technology now known or later developed for any legal business purpose; and
2. Private Content: For User Content transmitted privately (e.g. via private messages with other Users), Ello may use, reproduce, modify, adapt, publish, translate, create derivative works, distribute, publicly perform, and display such content for the purpose of enabling Ello to provide the Services and for the limited purposes stated in our Privacy Policy.

6. Proprietary Rights

Ello (or its licensors) owns all legal rights, title and interest in and to the Services and Ello-Supplied Content, which are protected by copyrights, trademarks, patents, or other proprietary rights and laws (whether those rights happen to be registered or not, and wherever in the world those rights may exist) worldwide.

Ello retains all rights, title, and interest in and to any machine learning models, algorithms, or derivative works developed or trained using user generated content or other data in connection with our Services and subject to our Privacy Policy. Unless agreed otherwise in writing with Ello, you do not acquire any rights in such models or outputs.

Except as expressly provided herein, Ello obtains no right, title or interest from you (or your licensors) under these Terms in or to any User Content, including any intellectual property rights which subsist in that Content (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless agreed otherwise in writing with Ello, you are responsible for protecting and enforcing those rights and Ello has no obligation to do so on your behalf.

7. License from Ello and Restrictions on Use

Ello gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the Site and Services solely for your personal, non-commercial use, in the manner permitted by these Terms.

You may not (and may not permit anyone else to):

1. copy, modify, create derivative works, reverse engineer, decompile, or otherwise attempt to extract the source code of the Services or any part thereof, unless expressly permitted by law or authorized by Ello in writing (e.g., through an open source software license);
2. disable, attempt to disable or circumvent any security mechanisms used by the Services or any applications running on the Services;
3. engage in any activity that interferes with or disrupts the Services or the servers and networks connected to the Services;
4. rent, lease, provide access to or sublicense any elements of the Services to a third party or use the Services on behalf of or to provide services to third parties;
5. access the Services in a manner intended to avoid incurring fees or exceeding usage limits or quotas;
6. access the Services for the purpose of bringing an intellectual property infringement claim against Ello;
7. use the Services to develop or offer a product or service competitive with the Services; and
8. use any robot, spider, site search/retrieval application or other manual or automated program or device to retrieve, index, scrape, data mine or otherwise gather Content from the Services.

You agree not to upload, record, publish, post, link to, transmit or distribute User Content, or otherwise utilize the Services in a manner that:

1. advocates, promotes, incites, instructs, informs, assists or otherwise encourages violence or any illegal activities;
2. infringes or violates the copyright, patent, trademark, service mark, trade name, trade secret, or other intellectual property rights of any third party or Ello, or any rights of publicity or privacy of any party;
3. attempts to mislead others about your identity or the origin of a message or other communication, or impersonates or otherwise misrepresents your affiliation with any other person or entity, or is otherwise materially false, misleading, or inaccurate;
4. promotes, solicits or comprises inappropriate, harassing, abusive, profane, hateful, defamatory, libelous, threatening, obscene, indecent, vulgar, pornographic or otherwise objectionable or unlawful content or activity;
5. is harmful to minors;
6. utilizes or contains any viruses, Trojan horses, worms, time bombs, or any other similar software, data, or programs that may damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, personal information, or property of another; or
7. violates any law, statute, ordinance, or regulation (including without limitation, export control, unfair competition, anti-discrimination, or false advertising laws and regulations).

Ello does NOT promote, recommend or condone use of the Services during activities such as operation of machinery or any situation where there is a risk of accident.

8. Privacy Policies

These Services are provided in accordance with our Privacy Policy, which can be found at www.ello.com/privacy. You agree to the use of your User Content and personal information in accordance with these Terms and Ello’s Privacy Policy.

9. User Generated Content

Ello may work with its users from time to time to collect photos, videos, and other content that you create. If you choose to share this content with Ello, you will be asked to read and sign a document that includes the following language.

9.1. Rights

When we refer to "UGC," it includes any images, text, videos, quotes, and/or other materials included in your content. If you chose to share them, this also includes your name, likeness, image, user name, social media handle, avatar, or other identifier utilized by a website or social media platform. You hereby grant Ello, our affiliates, and Ello's and our affiliates' licensees, successors, agents and assigns (collectively "Licensees"), the absolute and irrevocable right and permission to reproduce, modify, publish, display, prepare derivative works, distribute and/or otherwise use your UGC in any manner, in whole or in part, whether or not distorted in character or form, either alone or accompanied by other material, in any and all media now known or later invented, royalty-free, non-exclusive, worldwide, sublicensable, transferable, and in perpetuity, for any legal purpose whatsoever, including but not limited to advertising, publicity and marketing of Ello and/or its or its affiliates' products and services. This right to use your UGC also includes the right to change, edit and/or modify your UGC and any element and/or component thereof. You waive any right to inspect or approve use of UGC as described in these UGC Terms. You agree that all right, title, and interest in and to the finished product in which your UGC may appear, including the copyrights therein, shall vest exclusively in Ello. You agree that Ello does not owe you any compensation, payment, recognition, or royalties in connection with your UGC. For avoidance of doubt, if your UGC includes your child’s name, image, likeness or other personally identifiable information, such data will only be processed with your consent and in accordance with our Privacy Policy. Such UGC will be used solely for the purpose of creating personalized books or products and will not be used for advertising, publicity, direct marketing, or profiling. Consent may be withdrawn at any time, and upon withdrawal we will cease processing and erase your child’s personally identifiable information in the UGC where feasible, in a manner that protects and advances the rights and best interests of your child. We retain the right and permission to use non-personally identifiable UGC as described above.

9.2. Representations

You represent and warrant that you own all rights in and to the UGC you send to Ello and all elements and/or components thereof. If other individuals are identifiable in your UGC, you have obtained their permission to grant this license. You further represent and warrant that any testimonials or statements contained in your UGC are given by you voluntarily, are true and accurate, and reflect your honest opinions, findings, beliefs, experiences and sentiments. Finally, you represent that you are over the age of majority in your state of residence, have read and agree to these UGC Terms, and have the right to satisfy the obligations in these UGC Terms.

9.3. Acknowledgement and Release

To the greatest extent allowed by law, you hereby agree to release, hold harmless and not assert any claim of any nature whatsoever against Ello or its Licensees relating to the exercise of the permissions granted pursuant to these UGC Terms, including, but not limited to, any claim of copyright infringement, libel, slander, defamation, invasion of privacy or right of publicity or any other right. You waive all claims against Ello and its Licensees and will indemnify them from any and all claims arising out of your breach or alleged breach of any of the above representations and/or warranties.

9.4. Waiver and Severability

These UGC terms will remain effective unless we agree otherwise in writing. If any provision of these UGC Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, you agree that such provision will be eliminated or limited to the minimum extent possible so that the remaining provisions of these UGC Terms remain in force.

9.5. Changes to the UGC Terms

Ello may revise and update these UGC Terms from time to time in our sole discretion. All changes will become effective immediately when we post them. These terms were last updated March 06, 2024. For more information, please visit our website at www.ello.com.

10. Modification and Termination of Services

Ello is constantly innovating to provide the best possible experience for its users. The form and nature of Ello’s Services may change from time to time without prior notice, subject to these Terms and our Privacy Policy, unless stated otherwise. Changes to Ello’s Services may include, but are not limited to, fee and payment policies, security patches, added functionality, automatic updates, and other enhancements. Such changes will apply to all versions of the Services.

• You may terminate these Terms at any time by canceling your account. These Terms will be valid for the duration of the paid subscription. No refunds will be issued for any subscription period already paid.
• Ello may, in its sole discretion and for any or no reason, suspend or terminate your account or access to the Services without prior notice. Ello will not be liable to you or any third party for such termination.
• You are responsible for exporting your User Content before termination. If Ello terminates your account, we will endeavor to provide you a reasonable opportunity to retrieve your User Content.
• Upon termination of your account or the Services, these Terms will also terminate, except for provisions that by their nature should survive termination, including, but without limitation to, ownership provisions, warranty disclaimers, and limitations of liability.

11. Changes to the Terms

These Terms may be amended or updated from time to time without prior notice. It is your responsibility to review them periodically. By continuing to access or use the Services after changes become effective, you agree to be bound by the revised Terms. If you do not agree to the new Terms, please stop using the Services.

Previous versions of our Terms are available through the links below.

Update issued March 6, 2024

Update issued May 31, 2023

12. Disclaimer of Warranty

ALL CONTENT PROVIDED THROUGH THE ELLO APP IS FOR INFORMATIONAL PURPOSES ONLY. YOU ARE SOLELY RESPONSIBLE FOR CONFIRMING ITS ACCURACY AND DETERMINING SUITABILITY OF THE APP CONTENT FOR YOUR CHILDREN BEFORE TAKING OR OMITTING ANY ACTION.

WE DO NOT TAKE RESPONSIBILITY FOR THE CONTENT IN OUR APP OR WHETHER THE CONTENT CONFORMS TO VALUES SUITABLE TO EVERY PARENT WHO SUBSCRIBES TO OUR SERVICE. WE ARE NOT LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR USE OF OUR PRODUCTS OR YOUR RELIANCE ON ANY CONTENT. YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY ARISING FROM OR RELATING IN ANY WAY TO ANY IN-APP CONTENT SHALL BE A REFUND OR A CREDIT TOWARDS FUTURE BILLING PERIODS, AT ELLO'S DISCRETION.

ALL OUR SERVICES, PRODUCTS AND RELATED CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOU AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK.

ELLO, ITS SUBSIDIARIES, AFFILIATES, AND LICENSORS MAKE NO EXPRESS WARRANTIES AND DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE SERVICES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, AND (C) USAGE DATA PROVIDED THROUGH THE SERVICES WILL BE ACCURATE.

NOTHING IN THESE TERMS EXCLUDES OR LIMITS ELLO’S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

13. LIMITATION OF LIABILITY

SUBJECT TO SECTION 12, ELLO, ITS SUBSIDIARIES, AFFILIATES, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS (WHETHER INCURRED DIRECTLY OR INDIRECTLY), GOODWILL OR BUSINESS REPUTATION, LOSS OF DATA, COST OF SUBSTITUTE GOODS OR SERVICES, THE ACTS OR OMISSIONS OF ANY THIRD PARTY (WHETHER AS A RESULT OF NEGLIGENCE OR OTHERWISE) OR OTHER INTANGIBLE LOSS, HOWEVER CAUSED OR UNDER ANY THEORY OF LIABILITY. THESE LIMITATIONS SHALL APPLY EVEN IF ANY LIMITED REMEDY FAILS TO ACHIEVE ITS ESSENTIAL PURPOSE.

THE LIMITATIONS ON ELLO’S LIABILITY SHALL APPLY WHETHER OR NOT ELLO HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.

SOME STATES AND JURISDICTIONS MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN ANY EVENT, ELLO’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT THAT YOU PAID FOR THE SERVICES IN THE PAST TWELVE MONTHS, OR (B) ONE HUNDRED DOLLARS ($100.00).

14. Indemnification

You agree to hold harmless and indemnify Ello, its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners (collectively “Ello and Partners”) from and against any third party claims, liabilities, losses, damages (actual and consequential), costs and expenses (including attorneys’ fees) arising from or in any way related to (i) your breach of the Terms, (ii) your use of the Services, (iii) your violation of applicable laws, rules or regulations in connection with the Services, or (iv) your User Content.

15. Copyright Policy

We respect the intellectual property rights of others and expect our users to do the same. In accordance with applicable copyright laws, we will respond expeditiously to claims of copyright infringement committed using the or on our Services. If you believe your copyrighted work has been used without authorization, please send a notice to support@ello.com with the following information:

1. Identify the copyrighted work that you claim has been infringed, or if multiple copyrighted works are covered by this Notice, provide a representative list of the copyrighted works.
2. Identify the material or link you claim is infringing (or the subject of infringing activity) and to which access is to be disabled, including at a minimum, if applicable, the URL of the link or the exact location where such material may be found.
3. Provide your name, company affiliation (if applicable), mailing address, telephone number and email address.
4. Include the following statements in the Notice:
   1. For users resident in the US, in accordance with the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) (the “DMCA”):
      1. “I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).”
      2. “I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of, the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”
   2. For users resident in all other jurisdictions:
      1. “I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law.”
      2. “I confirm that the information in this Notice is accurate and that I am the owner, or authorized representative of, the copyright or the owner of an exclusive right under the copyright.”

Ello will review and act on notices in compliance with applicable intellectual property laws in your jurisdiction.

16. Third-Party Content

The Services may include references or hyperlinks to other websites or content or resources or email content. Ello has no control over any websites or resources which are provided by companies or persons other than Ello.

You acknowledge and agree that Ello is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such websites or resources.

You acknowledge and agree that Ello is not liable for any loss or damage which may be incurred by you or other users as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such websites or resources.

17. Third-Party Software

The Services may incorporate third-party software (“Third-Party Software”), which is licensed under the terms and conditions of the applicable third-party license. Nothing in these Terms limits your rights under, or grants you rights that supersede, the terms and conditions of any such Third-Party Software license.

If you download the Ello App from the Apple App Store or Google Play Store, your use of the Ello App must comply with the applicable Apple App Store or Google Play Store Terms of Use. You acknowledge that (i) these Terms are between you and Ello only, not Apple or Google, (ii) Apple and Google are not responsible for the Ello App or its contents, (iii) Apple and Google have no obligation whatsoever to provide maintenance or support for the Ello App, (iv) Ello is solely responsible for addressing any claims related to the Ello App, including product liability, compliance with applicable legal or regulatory requirements and consumer protection claims, (v) Apple, Google, and their subsidiaries are third-party beneficiaries of these Terms and may enforce them against you, (vi) Ello is not responsible for third-party privacy practices or compliance, and (vii) Ello is solely responsible (without limitation to applicable intellectual property laws) for handling any intellectual property infringement claims related to the Ello App.

18. Feedback

You may choose to, or we may invite you to, share comments, ideas or suggestions about the Services, including ways to improve our products or Services. By submitting any feedback, you agree that (i) your disclosure is voluntary, unsolicited and without restriction, (ii) it does not create any fiduciary or other obligation for Ello, (iii) Ello is free to use, disclose, or distribute such feedback for any purpose without additional compensation to you, and (iv) Ello may treat your feedback as non-confidential and share it with others.

19. Dispute Resolution

Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Ello and limits the manner in which you can seek relief from us.

• These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions. Except for small claims disputes in which you or Ello seek to bring an individual action in small claims court located in the county of your billing address or claims for injunctive relief by either party, any dispute or controversy arising out of, in relation to, or in connection with these Terms or your use of the Services shall be finally settled by binding arbitration in Santa Clara County, California under the Federal Arbitration Act ****(9 U.S.C. §§ 1-307) and the then current rules of JAMS (formerly known as Judicial Arbitration & Mediation Services) by one (1) arbitrator appointed in accordance with such rules. Where arbitration is not required by these Terms, the exclusive jurisdiction and venue of any action with respect to the subject matter of these Terms will be the state and federal courts located in Santa Clara, California, and each of the parties hereto waives any objection to jurisdiction and venue in such courts. ANY DISPUTE RESOLUTION PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS OR THE SALES TRANSACTIONS BETWEEN YOU AND ELLO, WHETHER IN ARBITRATION OR OTHERWISE, SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION, AND YOU EXPRESSLY AGREE THAT CLASS ACTION AND REPRESENTATIVE ACTION PROCEDURES SHALL NOT BE ASSERTED IN NOR APPLY TO ANY ARBITRATION PURSUANT TO THESE TERMS AND CONDITIONS. YOU ALSO AGREE NOT TO BRING ANY LEGAL ACTION, BASED UPON ANY LEGAL THEORY INCLUDING CONTRACT, TORT, EQUITY OR OTHERWISE, AGAINST ELLO THAT IS MORE THAN ONE YEAR AFTER THE DATE OF THE APPLICABLE ORDER.
• You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section by emailing us at support@ello.com. In order to be effective, the opt out notice must include your full name and clearly indicate your intent to opt out of binding arbitration.

20. Miscellaneous

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Ello regarding the Services. These Terms shall only be modified by a written agreement signed by both parties or by the publishing of an updated version of these Terms.

If any provision of these Terms is held to be unlawful, void, or unenforceable, that provision shall be deemed severed and shall not affect the validity and enforceability of the remaining provisions. Ello’s failure to exercise or enforce any right or provision under these Terms does not constitute a waiver of such right or provision. Any waiver must be in writing and shall only apply to the specific instance identified in such writing.

You may not assign or transfer these Terms, or any rights or licenses granted hereunder, whether voluntarily, by operation of law, or otherwise without our prior written consent. Ello reserves the right to assign these Terms without restriction.

21. Contact Us

If you have any questions about these Terms or if you wish to make any complaint or claim with respect to the Services, please contact us at: support@ello.com.

• When submitting a complaint, please provide a brief description of the nature of your complaint and the specific services to which your complaint relates.
• By using the Services, you agree that any notice, agreements, disclosure or other communications that we send to you electronically will satisfy any legal communications requirement (including that such communications must be in writing).

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