Last Updated on June 10, 2025
5.1 Agreement to Arbitrate
By accessing or using the Services and agreeing to these Terms, you and Chariot Technologies LLC (“Chariot”) mutually agree that any and all claims, disputes, or controversies arising out of or relating to:
These Terms of Service, including the validity, interpretation, or enforceability thereof;
Your use of or inability to use Chariot’s Services;
Any communication, transaction, AI output, or data exchange between you and Chariot;
Any marketing, advertising, subscription, or billing practices conducted by Chariot;
shall be resolved exclusively through final and binding arbitration, except where explicitly stated otherwise in these Terms or where arbitration is prohibited by applicable law.
Mutual Waiver of Litigation
This agreement to arbitrate means that:
Neither party will have the right to sue in court, except for claims expressly excluded in these Terms (e.g., injunctive relief under Section 4.7);
You waive your right to a jury trial, and any trial by judge in a civil court.
Federal Arbitration Act (FAA)
This arbitration agreement is governed by the Federal Arbitration Act (“FAA”), 9 U.S.C. §§ 1–16, and shall be construed and enforced accordingly.
Scope of Agreement
This clause applies to:
All claims regardless of theory (contract, tort, statutory, regulatory, common law, equity, etc.);
Claims involving current, former, or prospective users;
Claims involving any affiliates, officers, contractors, or suppliers acting on behalf of Chariot.
5.2 Scope of Arbitration
This agreement to arbitrate applies to any and all disputes, claims, or controversies, past, present, or future, that arise out of or relate in any way to:
These Terms of Service;
Chariot’s Privacy Policy, AI Disclaimers, Subscription Terms, or any supplemental legal documents;
The use, misuse, or inability to use the Services or platform;
AI-generated reports, outputs, recommendations, or related communications;
Any marketing, promotions, billing disputes, refunds, token usage, or subscription upgrades;
Alleged negligence, fraud, misrepresentation, breach of contract, or violation of consumer protection laws;
The collection, storage, or processing of user data, including Personally Identifiable Information (PII) or biometric data;
Disputes involving third-party providers integrated into the Chariot platform (e.g., OpenAI, Supabase, RevenueCat), to the extent permitted by law.
Covered Legal Theories
This clause applies regardless of the form or forum of the claim and includes, without limitation:
Contract-based claims (e.g., breach of contract, breach of implied terms);
Tort-based claims (e.g., negligence, defamation, invasion of privacy);
Statutory claims (e.g., consumer protection, privacy regulations, accessibility requirements);
Regulatory and administrative claims, where arbitrable;
Equitable or injunctive claims, unless carved out in Section 4.7;
Misuse of Services or data by either party.
Comprehensive Binding Nature
This agreement applies not only to disputes between you and Chariot directly, but also to:
Claims brought by or against employees, agents, contractors, officers, subsidiaries, affiliates, successors, and assigns;
Class, mass, or collective arbitration attempts, all of which are prohibited per Section 4.5.
This broad scope ensures that virtually all legal challenges or controversies between you and Chariot must be resolved via arbitration as the exclusive method of dispute resolution, unless otherwise specifically excluded by law or these Terms.
5.3 Arbitration Rules
All arbitration proceedings under these Terms shall be administered by JAMS (Judicial Arbitration and Mediation Services, Inc.), and governed by its applicable arbitration rules and procedures:
For disputes under $250,000, the JAMS Streamlined Arbitration Rules and Procedures shall apply;
For disputes exceeding $250,000, or where complexity warrants, the JAMS Comprehensive Arbitration Rules and Procedures may be used at the discretion of the arbitrator or mutual agreement of the parties.
If JAMS is unavailable, unwilling, or unable to administer the arbitration, the parties will agree in good faith to an alternative nationally recognized arbitration provider offering similar procedures and neutrality standards.
Arbitrator Qualifications
The arbitrator shall be:
Independent, impartial, and neutral;
A licensed attorney in good standing or a retired judge with substantial experience in commercial, consumer, or technology law;
Selected in accordance with the applicable JAMS rules.
Procedural Integrity
The arbitrator shall have exclusive authority to resolve all issues of arbitrability, jurisdiction, enforceability, and scope of this arbitration agreement.
The arbitrator may award monetary, declaratory, or injunctive relief as permitted by law and these Terms, subject to Section 6 (Limitation of Liability).
Discovery will be limited and proportionate, consistent with the streamlined nature of the proceedings.
Location & Remote Arbitration
Unless otherwise agreed:
Arbitration shall be conducted remotely (e.g., via Zoom or similar platform);
Or held in Wilmington, Delaware, consistent with governing venue provisions in Section 4.
This framework ensures that all parties benefit from a cost-effective, legally sound, and professionally managed dispute resolution process.
5.4 Arbitration Process
To initiate arbitration under these Terms, the initiating party (the “Claimant”) must deliver a written notice of dispute (the “Arbitration Demand”) to the other party (the “Respondent”) containing the following:
A detailed description of the nature of the dispute;
The specific legal and factual basis for the claim;
The relief or remedy sought;
Contact information for legal correspondence;
Evidence of attempted resolution efforts (if applicable).
The Arbitration Demand must be sent:
To Chariot at: legal@chariotreport.com, or another designated legal contact;
To the User at the most recent email address or mailing address on file.
Conduct of Arbitration
Unless otherwise agreed by both parties, arbitration shall be conducted remotely via secure video conference, to reduce cost, travel, and delay;
All proceedings shall be conducted in English, unless otherwise required by applicable law;
The arbitration shall be confidential, and all related documents, transcripts, and awards shall be deemed confidential information not to be disclosed to third parties, except as required by law, or to enforce the award.
Finality of Award
The arbitrator’s decision and award shall be final and binding on both parties;
Judgment on the award may be entered and enforced in any court of competent jurisdiction, including courts in Wilmington, Delaware;
The parties waive any right to appeal, review, or reopen the award, to the fullest extent permitted by law.
Encouragement of Pre-Arbitration Resolution
Before initiating formal arbitration, parties are encouraged—but not required—to attempt informal resolution through written notice, mediation, or direct negotiation.
5.5 Location and Language
Unless the parties mutually agree otherwise in writing, all arbitration proceedings initiated under these Terms shall be conducted as follows:
Location
The default location of arbitration shall be Wilmington, Delaware, USA, consistent with Section 4 (Governing Law & Jurisdiction).
At the sole discretion of either party, and where technologically feasible, arbitration may be conducted remotely via secure video conferencing platforms such as Zoom, Microsoft Teams, or similar, to reduce cost and burden on the parties.
Language
The official language of the arbitration shall be English.
All written submissions, evidence, transcripts, decisions, and communications must be presented or translated into English unless both parties and the arbitrator agree to an alternative.
Cross-Border Applicability
This clause applies equally to users located outside the United States, who acknowledge and accept that all proceedings will be governed by U.S. legal procedure and conducted in English.
Translation costs (if any) shall be borne by the requesting party, unless otherwise ordered by the arbitrator.
This ensures that the arbitration process is administered with consistency, neutrality, and procedural efficiency, regardless of participant location.
5.6 Waiver of Jury Trial
To the fullest extent permitted by applicable law, both you and Chariot Technologies LLC (“Chariot”) knowingly, voluntarily, and irrevocably waive any right to a trial by jury in:
Any dispute, claim, or controversy that is subject to arbitration under these Terms;
Any judicial proceeding relating to the enforcement of an arbitration award;
Any ancillary litigation that arises in connection with or as a result of these Terms or the Services.
Binding Nature of Waiver
This waiver applies whether the claim is based in:
Contract, tort, statutory law, regulation, or any other legal or equitable theory;
Consumer protection statutes, privacy law, or commercial law;
U.S. federal or state law, or applicable international treaties (to the extent not preempted by arbitration).
Jury Trial Ineligibility
Even if any portion of this arbitration agreement is deemed unenforceable or invalid, resulting in partial litigation in court, you and Chariot agree that no such dispute shall be resolved by jury trial under any circumstances.
This waiver is a material provision of these Terms and is intended to survive termination, revocation, or rescission of the user agreement.
5.7 Waiver of Class and Representative Actions
To the fullest extent permitted by law, you and Chariot Technologies LLC (“Chariot”) agree that all claims and disputes must be brought and resolved on an individual basis. You expressly waive the right to participate in or bring:
Any class action, mass arbitration, or consolidated claim;
Any representative proceeding, including those under the capacity of a private attorney general;
Any arbitration joined with the claims of other users or similarly situated individuals.
Scope of Waiver
This waiver applies to:
Arbitration proceedings (e.g., class-wide arbitrations);
Civil litigation or court actions (e.g., group consumer claims);
Regulatory-influenced legal mechanisms brought on behalf of third parties.
No Aggregation
The arbitrator or court may not consolidate multiple users’ claims into a single proceeding.
The arbitrator is not authorized to award relief for anyone but the individual user who brings the arbitration.
Irrevocability
This class and representative action waiver is:
A material and essential term of this agreement;
Non-severable from the arbitration clause—if found unenforceable, the entire arbitration agreement may be voided at Chariot’s sole discretion.
You and Chariot acknowledge and agree that this waiver represents a knowing and voluntary relinquishment of the right to participate in group legal actions, and is entered into as a condition of accessing and using the Services.
5.8 Opt-Out of Arbitration Clause
You may choose to opt out of the arbitration provisions contained in this Section 5, but only by complying with the following terms and deadlines:
Eligibility for Opt-Out
To be eligible to opt out of this arbitration agreement, you must send a written notice to Chariot within thirty (30) calendar days of the date you first accept or are deemed to have accepted these Terms (see Section 1.3 for effective date).
Method of Submission
The opt-out notice must be submitted by email to:
legal@chariotreport.com
No other form of communication will be accepted for this purpose.
Required Information
Your written notice must include:
Your full legal name;
The email address or OAuth identifier associated with your Chariot account;
A clear and unambiguous statement that you wish to opt out of the arbitration agreement in Chariot’s Terms of Service.
Effect of Opting Out
If you timely opt out, the arbitration provisions of this agreement will not apply to you.
However, all other terms of the Terms of Service, including venue (Wilmington, Delaware), waiver of class actions, and governing law, will remain binding and enforceable.
Irrevocability
Once submitted, your opt-out decision is final and irrevocable. You may not later elect to re-enter the arbitration agreement without Chariot’s written consent.
5.9 Exceptions to Arbitration
Notwithstanding the foregoing arbitration provisions in this Section 5, the following types of disputes or claims shall be excluded from mandatory arbitration and may be brought in a court of competent jurisdiction:
(a) Small Claims
Claims that qualify and are filed in small claims court in the jurisdiction where you reside or in Wilmington, Delaware, do not require arbitration and may proceed independently, provided the claim remains exclusively within the jurisdictional and monetary limits of such court.
(b) Equitable or Injunctive Relief
Claims seeking injunctive, provisional, or equitable relief based on:
Actual or threatened infringement of intellectual property rights;
Misappropriation of trade secrets or proprietary technology;
Breach of confidentiality or data security obligations;
may be brought directly in court without triggering arbitration. These claims may be brought in state or federal courts located in Wilmington, Delaware, or any other court of competent jurisdiction.
Scope Preservation
These exceptions do not waive or limit the enforceability of the arbitration clause for all other disputes;
If one party asserts a mixed claim (both equitable and non-equitable), only the equitable portion may proceed in court, unless the entire dispute qualifies for exemption.
No Waiver of Rights
Invoking one of these exceptions does not waive the right to arbitrate other claims, nor shall it be interpreted as Chariot forfeiting the protections of the arbitration agreement for other future matters.
5.10 Governing Law for Arbitration
All arbitration proceedings conducted pursuant to this agreement shall be governed exclusively by the Federal Arbitration Act (FAA), 9 U.S.C. §§ 1 et seq., and not by any state law relating to arbitration. The FAA is intended to promote the enforceability of arbitration agreements and preempts any conflicting state laws to the contrary.
Application of Federal Law
The substantive and procedural aspects of the arbitration, including its enforceability, scope, initiation, and conduct, shall be interpreted in accordance with the FAA.
Where state law is required to fill procedural gaps, it may apply only to the extent not inconsistent with the FAA.
Arbitrator Authority
The arbitrator shall:
Apply applicable federal, state, and local law to the merits of the dispute, as if the matter were being heard in court;
Follow relevant legal precedent;
Be empowered to award the same relief available in a court of law, including injunctive relief, statutory damages, attorney’s fees, and punitive damages, if permitted by law.
No Arbitrator Immunity from Judicial Oversight
The arbitrator’s decisions shall be subject to judicial confirmation, modification, or vacatur as permitted under the FAA. Arbitrators exceeding their authority or failing to follow applicable law may be subject to legal challenge in federal court
5.11 Severability of Arbitration Provisions
If any provision or portion of this Section 5 – Arbitration, Class Action Waiver & Dispute Resolution is found to be invalid, unenforceable, or contrary to law by a court or arbitrator of competent jurisdiction, the following shall apply:
(a) Partial Invalidity
The invalidity or unenforceability of any single clause, sentence, or sub-section shall not affect the validity or enforceability of the remaining provisions of this Section 5, which shall continue in full force and effect to the maximum extent permitted by law.
(b) Core Intent Preservation
In the event that a core provision—such as the mandatory nature of arbitration or the waiver of class actions—is found to be unenforceable in a given jurisdiction:
The remainder of this arbitration agreement shall still be interpreted to give effect to the parties’ intent to resolve disputes through individual, binding arbitration, wherever legally permissible.
(c) Right to Reformation
If a clause is deemed unenforceable solely due to scope, duration, or geographic limitation, the clause shall be automatically modified to the minimum extent necessary to make it enforceable under applicable law.
(d) Optional Termination Upon Core Invalidation
Chariot reserves the right, in its sole discretion, to terminate the entire arbitration agreement if a court finds the class action waiver or binding arbitration obligation unenforceable. In such cases, disputes may proceed in court in accordance with the governing law and venue provisions of these Terms.
5.12 Survival
This arbitration agreement, including all terms and waivers contained in Section 5, shall survive the termination, suspension, expiration, or deactivation of your account or access to the Services, and the conclusion of any relationship between you and Chariot.
Continuing Applicability
Even if:
You delete your Chariot account;
Your access is revoked, banned, or suspended;
You cease using the Services voluntarily or involuntarily;
The Terms of Service are otherwise terminated for any reason,
the obligations and rights outlined in this Section 5 shall remain legally binding and enforceable for the resolution of any disputes arising out of, relating to, or connected with your prior use of the Services.
Enforcement Beyond Termination
Claims arising post-termination, including data issues, billing disputes, or misuse of AI outputs, are still subject to this arbitration clause.
Any rights and remedies granted to Chariot under this agreement shall not be extinguished by user departure or platform exit.
Contact Us
If you have any questions or concerns about our Terms of Service or the handling of your personal information, please contact us at support@chariotreport.com