Terms of Use

  • Terms And Conditions Of Use

    Effective Date: February 1, 2018

    Please read the Terms of Use carefully before you use the Websites. These terms and conditions of use are entered into by and between you and Security Equipment Supply, Inc. (“SES"). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, these “Terms of Use"), govern all access to and use of sesonline.com and any other website of SES on which these Terms and Conditions of Use are posted, including any content, functionality and services offered on or through sesonline.com or such other website(s) (each a “Website” and collectively the “Websites”), whether by an unregistered user of any Website, an entity that has received an online account from us (each a "Company"), or any user (each an "Authorized User") of an account (each a "User Account") issued under Company's account (the "Company Account").

    The Websites are provided by SES and may be used only for informational purposes and for the other purposes permitted on the applicable Website. By using any Website, making any purchases via any Website, or obtaining Materials from any Website, you agree to these Terms of Use. If you do not agree to these Terms of Use, you are not authorized to use any of the Websites, make any purchases via any of the Websites, or obtain Materials from any of the Websites.

    PLEASE NOTE THAT, NOTWITHSTANDING ANYTHING CONTAINED IN THESE TERMS OF USE OR ON ANY OF THE WEBSITES TO THE CONTRARY, THE WEBSITES ARE PROVIDED WITHOUT ANY WARRANTIES AND SUBJECT TO LIMITATIONS ON SES’S LIABILITY.

  • Limited License

    The Websites and their entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof) are owned by SES, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other laws.

    Subject to the terms and conditions set forth in these Terms of Use, SES grants you a personal, non-exclusive, non-transferable, limited right to access and use the Websites and the Materials thereon. You agree not to interrupt or attempt to interrupt the operation of the Websites in any way. You agree to comply with all copyright laws worldwide in your use of the Websites and to prevent any unauthorized copying of the Materials. Except as expressly provided herein, SES does not grant any express or implied right to you under any patents, trademarks, copyrights or trade secret information.

    SES authorizes you to view and download the information ("Materials") on the Websites only to obtain information regarding our products/services and to purchase any such products/services, in each case (i) on behalf of Company (if you are an Authorized User), (ii) to the extent the applicable functionality is made available to you from time-to-time, and (iii) through the provided functionality of the applicable Website. This authorization is not a transfer of title in the Materials or copies of the Materials and is subject to the following restrictions: (1) you must retain, on all copies of the Materials downloaded, all copyright and other proprietary notices contained in the Materials; (2) you may not modify the Materials in any way or reproduce or publicly display, perform, or distribute or otherwise use them for any public or commercial purpose (other than the selection and purchase of products from SES); and (3) you must not transfer the Materials to any other person unless you obtain our prior written approval (except that you may provide the Materials to other employees of the entity with whom you are employed and through which you have obtained an account to access and use the password-protected portions of the applicable Website, provided that you give them notice of, and they agree to accept, the obligations under these Terms of Use). You agree to abide by all additional restrictions displayed on the Websites as they may be updated from time to time.

    If your User Account is terminated by SES or Company, or if you have not been issued a User Account by SES or Company, you are not authorized and do not have a license to use any password-protected pages of the Website .

  • Confidentiality

    As used herein, “Confidential Information” means all confidential and proprietary information of SES disclosed to you via the Websites that is either marked or designated as confidential or that a reasonable person would deem confidential or proprietary given the nature of the information and the circumstances under which it is disclosed; provided that, for the avoidance of doubt, all pricing, vendor and customer information will be deemed to be Confidential Information even if not so marked or identified.

    You shall not disclose or use, or permit the use of disclosure of, any Confidential Information for any purpose outside the scope of this Agreement, except (1) with SES’s prior written permission; (2) you may disclose Confidential Information to employees, officers, and directors of the Company with whom you created your User Account for the applicable Website if you, in good faith, believe it necessary for such person(s) to know such Confidential Information and if such person(s) has agreed to maintain the confidentiality and restrict the use of such Confidential Information in accordance with these Terms of Use, provided that you will be responsible for any breach thereof by such person(s).

    You agree to protect the confidentiality of the Confidential Information in the same manner that you (or, as applicable, Company) protect the confidentiality of your/its own proprietary and confidential information, using at least a commercially reasonable degree of care. If you discover any unauthorized use or disclosure of the Confidential Information, you shall immediately notify SES and shall cooperate with SES in every reasonable way to assist SES in regaining possession of the Confidential Information and preventing any further unauthorized use or disclosure. You will return or destroy any SES Confidential Information in your possession upon request by SES.

    If you disclose or use (or threaten to disclose or use) any Confidential Information in breach of these Terms of Use, SES will have the right, in addition to any other remedies available to it, to obtain injunctive relief to enjoin such acts, without the necessity of posting bond, it being specifically acknowledged by the parties that any other available remedies are inadequate.

  • Trademarks

    SES’s name, trademarks and logo and all related names, logos, product and service names, designs and slogans are trademarks of SES or its affiliates or licensors. You must not use such trademarks without the prior written permission of SES. All other names, logos, product and service names, designs and slogans on the Websites are the trademarks or property of their respective owners.

  • User Content

    "User Content" means content posted or otherwise submitted to or on any Website by any user of such Website. User Content includes, without limitation, all information, reviews, recommendations, and opinions submitted to any Website by users of such Website (e.g., product reviews).

    License to User Content. By uploading or otherwise submitting User Content (including, without limitation, personally identifiable information) to any Website, you shall be deemed to grant to SES, its affiliates and related entities, a perpetual, royalty-free, irrevocable, worldwide, unrestricted, non-exclusive and fully transferable, assignable and sub-licensable license to (a) use, reproduce, modify, store, publish, adapt, translate, create derivative works from, and distribute such User Content (in whole or part) as part of your User Account and in the course of providing the Websites, (b) display such User Content (in whole or part) as part of your User Account and in the course of providing the Websites, and (c) distribute such User Content to third parties.

    You represent and warrant to SES that you have the right to upload or otherwise submit such User Content to us and to grant SES the licenses granted in this section, and that such User Content does not infringe, misappropriate or otherwise violate a privacy right or copyright, trademark, or any other intellectual property or proprietary right of another.

    No Liability for User Content. You are responsible for any User Content that you submit to any of the Websites, and each Company is responsible for any User Content submitted via any Authorized User and/or via any User Account under its Company Account. SES shall not be liable for the use or misuse of any such User Content including, without limitation, any personally identifiable information. You acknowledge that we have no obligation to screen User Content uploaded to the Websites. SES may refuse, remove or disable any content, including User Content, that is available via the Websites. Without limiting the generality of the foregoing, we may remove any User Content submitted to any of the Websites that SES, in its sole discretion, deems abusive, defamatory, obscene, unlawful or otherwise unacceptable.

    Restrictions on User Content. You agree not to post any User Content to any of the Websites that (a) is unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, pornographic, profane, false, hateful, indecent or otherwise objectionable to SES in its sole and absolute discretion, (b) contains false, fraudulent, deceptive or misleading statements, (c) infringes, misappropriates or otherwise violates a copyright or trademark, or any other intellectual property or proprietary right of another, (d) violates the privacy rights of another, or (e) violates any municipal, state or federal law, rule, regulation or ordinance of any nation, or attempts to encourage such violation. You further agree not to post on the Websites or elsewhere any pricing or other Confidential Information of SES , and acknowledge that the posting of any pricing information may violate minimum advertised pricing (“MAP”) obligations imposed on SES by manufacturers of the products posted on the Websites. Any violation of MAP obligations may result in legal action against you by SES and/or the applicable manufacturer (who is and shall be considered an intended third party beneficiary of the confidentiality and other pricing-related provisions of these Terms of Use).

  • Prohibited Uses

    You may use the Websites only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Websites: (1) in any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries); (2) for the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise; (3) to transmit, or procure the sending of, any advertising or promotional material, including any "junk mail", "chain letter" or "spam" or any other similar solicitation; (4) to impersonate or attempt to impersonate SES, an SES employee, another user or any other person or entity (including, without limitation, by using e-mail addresses associated with any of the foregoing); or (5) to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Websites, or which, as determined by us, may harm SES or users of the Websites or expose them to liability.

    Additionally, you agree not to, without the prior written consent pf SES, (1) use any Website in any manner that could disable, overburden, damage, or impair the operation of the Websites or interfere with any other party's use of the Websites, including their ability to engage in real time activities through the Websites; (2) use any robot, spider or other automatic device, process or means to access any Website for any purpose, including monitoring or copying any of the material on the Website; (3) use any manual process to monitor or copy any of the material on any Website; (4) use any device, software or routine that interferes with the proper working of any Website; (5) use any data mining, web crawlers, robots, cancelbots, spiders, Trojan horses, or any data gathering or extraction method in connection with your use of any Website except for customary search engines used in accordance with automated instructions directed to search engines and available on the Website, (6) introduce any viruses, worms, logic bombs or other material which is malicious or technologically harmful; (7) attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of any of the Websites, the server on which any of the Websites is stored, or any server, computer or database connected to any of the Website; (8) attack any Website via a denial-of-service attack or a distributed denial-of-service attack; (9) otherwise attempt to interfere with the proper working of any Website; or (10) for any other unauthorized purpose.

    You further agree not to decompile, reverse engineer or disassemble any software or other products or processes accessible through any of the Websites, and not to insert any code or product or manipulate any Website in any way that affects the user’s experience including, without limitation, taking any action that imposes, or may impose, an unreasonable or disproportionately large load on such Website.

  • User Accounts

    Portions of each Website available to different users of such Website may vary. No user has access to all portions of any Website. You agree not to use or access, or attempt to use or access, any portion of any Website for which you are not intentionally given access to by us and/or Company, as applicable.

    You may not authorize any other person to enter and/or use your User Account. Accordingly, you agree to protect your username and password by, among other things, keeping your username and password confidential. If, notwithstanding the foregoing obligation, you allow another party to use your username and/or password to access your User Account, you will be responsible for all use by that party using your User Account. You agree to (a) immediately notify SES of any unauthorized use of your password or any other breach of security, and (b) ensure that you exit from your User Account at the end of each session.

    Any use of a User Account comprising a Company Account shall be considered a use of such Company Account. Each User Account must be designated for use by a named individual, and Company may allow only such named individual to use the User Account designated for him or her. If an Authorized User is no longer authorized by Company to use and access a User Account, Company shall notify SES so that we may deactivate such User Account. Company will be responsible for all access to, and use of, any Website by an Authorized User (and anyone that uses and/or accesses any Website through a User Account comprising your Company Account) and for any damage we incur as a result of any act, error, or omission of any Authorized User (and anyone that uses and/or accesses any Website through a User Account comprising your Company Account). Any breach of this Agreement by an Authorized User (and anyone that uses and/or accesses any Website through a User Account comprising a Company Account) shall be considered a breach by Company.

  • No Warranty

    You expressly acknowledge and agree that your use of each Website is at your sole risk. Each Website is provided on an “AS IS”, "WITH ALL FAULTS", and “AS AVAILABLE” basis. SES makes no representations or warranties relating to any of the Websites including, without limitation, representations or warranties that (a) any Website shall meet your requirements, (b) the operation of any Website will be uninterrupted or error free, (c) any Website will be secure or reliable; (d) any defects in any of the Websites will be corrected, or (e) any Website will be complete, accurate or of any particular quality. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SES HEREBY DISCLAIMS ANY AND ALL WARRANTIES AND/OR REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, ORAL OR WRITTEN INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, REASONABLE CARE, AND/OR FITNESS FOR A PARTICULAR PURPOSE (WHETHER OR NOT SES KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE), IN EACH INSTANCE WITH RESPECT TO THE WEBSITES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SES FURTHER DISCLAIMS ANY AND ALL WARRANTIES, AND/OR REPRESENTATIONS OF QUIET ENJOYMENT, TITLE AND NON-INFRINGEMENT WITH RESPECT TO THE SERVICE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.

    THE MATERIALS MAY CONTAIN INACCURACIES AND TYPOGRAPHICAL ERRORS. SES DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE MATERIALS OR THE RELIABILITY OF ANY ADVICE, OPINION, STATEMENT, MEMORANDUM OR OTHER INFORMATION DISPLAYED OR DISTRIBUTED THROUGH ANY OF THE WEBSITES. YOU ACKNOWLEDGE THAT ANY RELIANCE ON ANY SUCH ADVICE, OPINION, STATEMENT, MEMORANDUM, OR INFORMATION SHALL BE AT YOUR SOLE RISK. SES RESERVES THE RIGHT, IN ITS SOLE DISCRETION, TO CORRECT ANY ERRORS OR OMISSIONS IN ANY PORTION OF THE WEBSITES.

    SES MAKES NO REPRESENTATIONS OR WARRANTIES THAT DEFECTS WILL BE CORRECTED, THAT THE WEBSITES OR THE SERVERS THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

    YOU ARE RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES AND CHECKPOINTS TO SATISFY YOUR PARTICULAR REQUIREMENTS FOR ANTI-VIRUS PROTECTION AND ACCURACY OF DATA INPUT AND OUTPUT, AND FOR MAINTAINING A MEANS EXTERNAL TO THE WEBSITES FOR ANY RECONSTRUCTION OF ANY LOST DATA. SES WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITES OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON THEM, OR ON ANY WEBSITES LINKED TO THEM.

    SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

  • Third Party Websites

    As a convenience to you, SES may provide, on its Websites, links to websites operated by other entities. This includes links contained in advertisements, including banner advertisements and sponsored links. If you use these links, you will leave our Website. If you decide to visit any linked website, you agree that you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses or other destructive elements. You acknowledge that SES makes no warranty or representation regarding, and does not endorse, any linked website or the information appearing thereon or any of the products or services described thereon. Links do not imply that SES sponsors, endorses, is affiliated or associated with, or is legally authorized to use any trademark, trade name, logo or copyright symbol displayed on or accessible through the links, or that any linked site is authorized to use any trademark, trade name, logo or copyright symbol of SES or any of its affiliates or subsidiaries.

  • External Links to the Website

    All links to the Websites must be approved in writing by SES, except that SES consents to links in which: (i) the link is a text-only link containing only the name "Security Equipment Supply, Inc."; (ii) the link "points" only to www.sesonline.com and not to deeper pages; (iii) the link, when activated by a user, displays that page full-screen in a fully operable and navigable browser window and not within a "frame" on the linked website; and (iv) the appearance, position, and other aspects of the link neither create the false appearance that an entity or its activities or products are associated with or sponsored by SES nor damage or dilute the goodwill associated with the name and trademarks of SES or its affiliates. You agree to cooperate with SES in causing any unauthorized framing or linking immediately to cease. SES reserves the right to revoke this consent to link at any time in its sole discretion.

  • Information Provided by You

    Any personally identifiable information you may provide to SES via any of the Websites and any usage information that SES collects is collected, used and disclosed in accordance with the SESOnline.com Privacy Policy. By using any of the Websites, you consent to the collection, use and disclosure of information as set forth in the SESOnline.com Privacy Policy.

    If you provide any information to us, you agree to provide only true, accurate, current and complete information. If you provide information to us about any third party, including, but not limited to, personally identifiable information, you represent and warrant that you are specifically authorized to provide such information to us so that we may use, process and transfer such personally identifiable information, and you assume all responsibility for dissemination and use of the information provided.

    If you choose to provide suggestions or ideas to us (collectively, “User Suggestions”), you acknowledge and agree that any such suggestions or ideas will not be considered confidential or proprietary. By providing any such User Suggestions to SES, you grant to SES an unrestricted, irrevocable, worldwide, royalty-free license to use, reproduce, display, publicly perform, transmit and distribute such User Suggestions, and you further agree that SES is free to use any ideas, concepts or know-how that you or individuals acting on your behalf provide to SES. You represent and warrant that you own or control all rights in and to the User Suggestions and have the right to grant the license granted above to SES and its licensees, successors and assigns. You understand and acknowledge that you are responsible for any User Suggestions you submit or contribute, and you, not SES, have full responsibility for such content, including its legality, reliability, accuracy and appropriateness. You further recognize that SES does not want you to, and you warrant that you shall not, provide any information or materials to SES that is defamatory, threatening, obscene, harassing, or otherwise unlawful, or that incorporates the proprietary material of another. https://sesonline.com/policies

  • Limitations of Damages

    IN NO EVENT SHALL SES OR ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, DIRECTORS OR SHAREHOLDERS BE LIABLE TO ANY PERSON OR ENTITY FOR ANY (A) PERSONAL INJURY OR PROPERTY DAMAGE, OR (B) INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THESE TERMS OF USE AND/OR THE WEBSITES, WHETHER FOR BREACH OF CONTRACT, IN TORT OR OTHERWISE, EVEN IF SES IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER OR NOT SUCH DAMAGES ARE A REASONABLY FORESEEABLE CONSEQUENCE OF A BREACH OF THESE TERMS OF USE OR A TORT THAT FALLS WITHIN THE SCOPE OF THESE TERMS OF USE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall SES’s total liability to you for any damages arising out of or in any way connected with these Terms of Use or the Websites, whether for breach of contract, in tort or otherwise, exceed ten dollars ($10).

    THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

  • Indemnification

    You agree to defend, indemnify and hold harmless SES, its affiliates, licensors and service providers, and its and their respective shareholders, members, officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns (collectively, "Indemnified Parties") from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation (or alleged violation) of these Terms of Use, your use or misuse of any Website, and/or your User Suggestions.

  • Changes

    SES reserves the right, at its sole discretion, to change, modify, add or remove any portion of these Terms of Use in whole or in part, at any time. Changes in these Terms of Use will be effective when posted and apply to all access to and use of the Websites thereafter. Your continued use of any of the Websites after any changes to these Terms of Use are posted will be considered acceptance of those changes. You are expected to check this page regularly so you are aware of any changes, as they are binding on you.

    SES may terminate, change, suspend or discontinue any aspect of any Website (including the availability of any features of any Website) at any time. SES will not be liable if for any reason all or any part of any Website is unavailable at any time or for any period. SES may also impose limits on certain features and services or restrict your access to parts or all of the Websites without notice or liability.

  • Termination of License Grant

    SES may, in its sole discretion, terminate or suspend a user’s right to access and use any or all of the Websites, at any time, with or without notice and for any reason (or no reason). Any termination by us shall be effective on the date specified in such notice or, if no date is provided, shall be effective immediately. You agree that, if your license to access and use any Website is terminated, you will not thereafter enter, or attempt to enter, the Website, directly or indirectly, and if your right to access and use any Website is suspended, you will not thereafter enter, or attempt to enter, the Website, directly or indirectly, until your suspension is removed and SES gives you express notice thereof.

    Upon termination of Company's right to access and use any Website, (a) Company and all of its Authorized Users lose access to the Website, and (b) SES may, in its sole discretion, delete all information and content in the Company Account (including any User Account comprising the Company Account). Notwithstanding the foregoing, SES reserves the right to retain and use such information and content as necessary to comply with its legal obligations, resolve disputes and enforce the Terms of Use.

  • Online Purchases and Other Terms and Conditions

    All purchases through the Websites or other transactions for the sale of goods or services through the Websites or as a result of visits made by you are governed by SES’s General Terms and Conditions for the Sale of Goods, which are hereby incorporated into these Terms of Use.

  • International Users

    Each Website is controlled, operated and administered by SES from its offices within the United States of America. SES makes no representation that materials on any Website are appropriate or available for use at other locations outside of the United States and access to them from territories where their contents are illegal is prohibited. You may not use any Website or export the Materials in violation of United States export laws and regulations. If you access any Website from a location outside of the United States, you are responsible for compliance with all local laws.

  • Choice of Law & Arbitration

    PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS.

    These Terms of Use and all matters arising out of or in connection with any Website and/or the Terms of Use shall be governed by and interpreted according to the laws of the State of Missouri (without applying the state's conflict-of-law principles).

    Except for any dispute arising out of or connected to any payment owed to SES or SES’s General Terms and Conditions for the Sale of Goods, any dispute arising out of or connected with any Website and/or these Terms of Use not resolved amicably between you and SES shall be resolved exclusively by binding arbitration as follows, and you agree to give up your right to go to court to sue or seek relief from us for any such dispute.

    • Arbitration shall take place in St. Louis County, Missouri, and shall be administered under the procedures established by the American Arbitration Association or as may otherwise be agreed upon by the parties in writing.
    • The party asserting the dispute (the “Petitioner”) shall indicate an intent to commence arbitration hereunder by giving written notice of such intent to the other party (the “Respondent”).
    • If the Petitioner and Respondent are unable to resolve the dispute within 15 days following the receipt by the Respondent of the above notice, arbitration shall commence upon the delivery by the Petitioner to the Respondent of a petition complying with the Arbitration Rules of the American Arbitration Association (the “Rules”) and setting forth at a minimum (i) the acts or omissions complained of and (ii) the relief sought. The Respondent shall respond to such petition in conformity with the Rules and a counterclaim shall be permitted if timely filed and served.
    • The arbitration shall be conducted by a single arbitrator in conformance with the Rules except that (i) the Petitioner and Respondent may provide any instructions to the arbitrator(s) which deviate from such Rules as the Petitioner and Respondent may mutually agree in writing, and (ii) unless the Petitioner and Respondent mutually agree otherwise in writing, they shall have the right to conduct discovery in any manner and to the extent authorized by the Federal Rules of Civil Procedure as interpreted by the Federal courts in the Eastern District of Missouri.
    • If the Petitioner and Respondent are able to agree upon a single arbitrator within 10 days following commencement of the arbitration, such individual shall serve as the arbitrator. If the parties cannot mutually agree upon the selection of an arbitrator within 10 days following commencement of the arbitration, the arbitrator shall be selected in accordance with the Rules then in effect.
    • With respect to any award in arbitration, the arbitrator:
      • shall issue an award in writing which (A) sets forth findings of fact, (B) resolves each specific claim, (C) attaches a reasoned opinion, and (D) is signed by the arbitrator;
      • may compel specific performance by the Petitioner or the Respondent of his or its respective obligations under the Terms of Use or award injunctive relief to restrain any breach of the Terms of Use by a Petitioner or Respondent, in each instance without the necessity of the Petitioner (A) alleging or proving damages as a result of the breach, or (B) posting any bond; provided, however, seeking or obtaining equitable relief shall not preclude a party to the arbitration from also seeking or obtaining an award for money damages in the arbitration; and
      • shall equitably allocate between the Petitioner and Respondent all (A) administrative fees and expenses of the arbitrator(s) and the arbitration, and (B) fees (including reasonable legal fees) and expenses incurred by the prevailing party in the arbitration.
    • Judgment upon an award in arbitration may be entered in any court of competent jurisdiction in the United States

    Class Action Waiver / Venue

    PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS.

    You agree that you will resolve any disputes or claim with SES on an individual basis, and that any claims arising out of or in connection with any of the Websites and/or Terms of Use will be brought in an individual capacity, and not on behalf of, or as part of, any purported class, consolidated, or representative proceeding. You further agree not to participate in any consolidated, class or representative proceeding brought by any third party arising out of or in connection with any Website and/or the Terms of Use.

    If any court or arbitrator determines that the preceding waiver is void or unenforceable or that arbitration can proceed on a class basis, then the dispute or claim will not be subject to arbitration.

    For any dispute or claim that is not subject to arbitration, you consent to exclusive jurisdiction and venue in the federal courts sitting in the Eastern District of Missouri, unless no federal subject matter jurisdiction exists, in which case you consent to exclusive jurisdiction and venue in the state courts sitting in St. Louis County, Missouri. You hereby irrevocably waive, to the fullest extent permitted by applicable law, any objection which you may now or hereafter have to the laying of venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum.

    Entire Agreement

    These Terms of Use, SES’s General Terms and Conditions for the Sale of Goods and the SESOnline.com Privacy Policy constitute the entire agreement between SES and you with respect to your use of the Websites and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Websites.

    Limitation on Time to File Claims.

    Any cause of action you may have with respect to your use of any Website must be commenced within one year after the claim or cause of action arises otherwise such cause of action is permanently barred.

    Severability

    If for any reason a court of competent jurisdiction finds any provision of these Terms of Use or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms of Use, and the remainder of these Terms of Use shall continue in full force and effect.