Terms of Use

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Effective Date: May 8, 2023

Autopylot, Inc., a Delaware corporation (“Autopylot”) (“we”, “us” or “our”) provides and makes available, via its website(s) and mobile application(s), flight-related information and services in connection with the lawful operation of unmanned aircraft systems (i.e., “drones”) in commercial airspace within the United States (collectively, the “Autopylot Services”). These Terms of Use apply to your access and use of any of the Autopylot Services.

Please read these Terms of Use carefully before using the Autopylot Services.

Acceptance of Terms of Use

These terms and conditions of use (“Terms of Use” or “Terms”) set forth the legally binding terms for your use of the Autopylot Services. By accessing or otherwise using the Autopylot Services in any manner, you acknowledge that you have read, understood, and agree to: (1) these Terms of Use, (2) the Privacy Policy (as defined below), and (3) any other legal notices, conditions or guidelines located within the Autopylot Services. If you do not agree to any of these Terms, do not access or use the Autopylot Services.

You understand and agree that we may change these Terms of Use or the Privacy Policy at any time and without prior notice. If we do this, we will post the changes on this page and will indicate at the top of this page the date these terms were last revised. Revised terms and conditions will become effective at the time they are posted to the Autopylot website and any use of the Autopylot Services after such date indicates your agreement to such revised terms and conditions.

PLEASE READ THESE TERMS OF USE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS.  THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTIONS) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST AUTOPYLOT ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

Important Information About Privacy

The terms and conditions of Autopylot’s Privacy Policy located at Autopylot.io/privacy (the “Privacy Policy”) apply to your use of the Autopylot Services, form an integral part of your agreement with us, and are incorporated by reference into these Terms of Use.

Certain Important Conditions for Use of Autopylot Services

  • By registering for the Autopylot Services, you represent, warrant, covenant, acknowledge, and agree as follows:
    • You are of legal age in the applicable jurisdiction and are otherwise capable of forming a legally binding contract.
    • You will only use the Autopylot Services for the limited purposes of lawfully flying drones for personal use or for use in providing legal commercial services to third parties.
    • All information you submit in connection with the Autopylot Services is current, accurate, and complete, and you will maintain and promptly update any profile information supplied to us to ensure accuracy at all times. You are responsible for keeping your password secure and must take any necessary actions to maintain the confidentiality of and to prevent the unauthorized use of each password. You are responsible for the use of your account, regardless of whether authorized.
    • You are solely responsible for: (i) monitoring all drone conditions and adjusting your flight as needed to avoid any risks, restrictions, or dangers; (ii) selecting the appropriate use/licensing category for which you qualify where applicable; and (iii) inputting any license or registration information into the Autopylot Services accurately. Even if Autopylot Services indicate that an area appears available for drone flight or free of restrictions (such as by displaying a green check mark), we do not guarantee, recommend, or endorse the safety or legality of your use of drones in that area. You remain responsible for directly consulting with official sources (e.g., NOTAMs, SUAs, TFRs, etc.) to ensure your compliance with all applicable laws regarding drone use and operation.
    • You must comply with all terms, conditions, manuals and instructions provided by the applicable drone manufacturer. Autopylot will not be responsible for any damage or interference that may arise from your use of Autopylot Services, including any damage to any drone connected to Autopylot Services or the property of others.
    • If you use the Autopylot Services as a digital log for flight safety and compliance information (“Flight Safety Data”), you represent, warrant, and covenant that: (i) all Flight Safety Data you enter, modify and/or maintain are current, accurate, and complete; and (ii) you will maintain appropriate security measures to protect your Flight Safety Data from unauthorized access. Autopylot will not be liable for any damages or liabilities arising out of or relating to the deletion of, correction of, destruction of, damage to, loss of or failure to store any Flight Safety Data. You acknowledge that use of the Autopylot Services for official recordkeeping of your Flight Safety Data is solely at your own risk.  Autopylot may be required to manage, process, and otherwise treat your Flight Safety Data in a different manner than other User Content in accordance with applicable law, rules, and regulations. Notwithstanding anything to the contrary in these Terms, you consent to any such different treatment of Flight Safety Data. 
    • If you use the Autopylot Services to receive airspace authorizations through the FAA’s Low Altitude Authorization and Notification Capability (LAANC) program, such use is solely at your own risk. Autopylot provides LAANC services subject to the terms of the FAA’s “Privacy Statement Regarding LAANC and USS Providers Collection of Information in Accordance with 14 CFR Part 107,” available here.
    • Subject to your compliance with these Terms and timely payment of any applicable fees, Autopylot hereby grants you a non-exclusive, non-transferable, revocable right to access and use the Autopylot Services in a lawful and safe manner and as otherwise contemplated herein by Autopylot.  If Autopylot believes that you have breached these Terms of Use or that your account has been compromised then we may at our sole discretion suspend or terminate your access to the Autopylot Services without notice.

Pre-Release Services

If this is a pre-release version of the Autopylot Services, you may only use this version for the analyzing and improving the usability of the Autopylot Services. You acknowledge that pre-release versions of the Autopylot Services may contain bugs, errors, inaccuracies, and/or other defects. You remain solely responsible for the safe and legal operation of any drone, regardless of whether the Autopylot Services report (correctly or incorrectly) that there is no flight restriction in effect. You are responsible for consulting with official sources and complying with all applicable laws regarding the use and operation of your drone, and use of any version of the Autopylot Services is solely at your own risk.

Notwithstanding anything to the contrary in these Terms of Use, any pre-release version of the Autopylot Services is provided “AS IS” AND “AS AVAILABLE”. AUTOPYLOT MAKES NO REPRESENTATIONS OR WARRANTIES, AND SHALL HAVE NO INDEMNIFICATION OBLIGATIONS WITH RESPECT TO, THE PRE-RELEASE AUTOPYLOT SERVICES OR YOUR USE OR INABILITY TO USE SUCH SERVICES. AUTOPYLOT SHALL HAVE NO LIABILITY OF ANY TYPE WITH RESPECT TO SUCH SERVICES UNLESS SUCH EXCLUSION OF LIABILITY IS NOT ENFORCEABLE UNDER APPLICABLE LAW, IN WHICH CASE AUTOPYLOT’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE PRERELEASE SERVICES SHALL BE LIMITED TO THE LESSER OF ONE HUNDRED UNITED STATES DOLLARS OR THE MINIMUM AMOUNT ALLOWED BY APPLICABLE LAW.

Subscription Services

If you purchase Autopylot Services on a subscription basis, the subscription term shall begin on the date you sign up for the subscription and run for the term set forth in the subscription description. By purchasing a subscription, you represent and warrant that you are authorized to use the payment method you have provided to Autopylot, and you hereby authorize Autopylot to initiate recurring non-refundable payments via such payment method. Autopylot or our third-party payment processor will automatically charge you (i) monthly or (ii) each year on the anniversary of the commencement of your Subscription, using the payment information you have provided until you cancel your Subscription. No less than (i) fourteen (14) days before your monthly subscription term ends or (ii) thirty (30) days and no more than sixty (60) days before your yearly subscription term ends, or otherwise in accordance with applicable law, Autopylot will send you a reminder with the then-current subscription fee. Applicable subscription rates for renewal terms will be at Autopylot’s then-current rates. Autopylot reserves the right to suspend or terminate your access to the Autopylot Services without liability to you if your payment fails to process for any reason. 

Intellectual Property Rights

  • The Autopylot Services contain material, including but not limited to information, software, code, text, data, graphics and photos, trademarks, and logos (“Content”) that are owned by us or made available to us through arrangements we have made with third parties. All Content is protected by United States and foreign copyright or trademark laws. Except as expressly authorized by Autopylot, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Autopylot Services or the Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Autopylot Services.
    • Use of the Autopylot Services does not grant any right or license to any copyright, trademark, trade secret or patent. Use of the Autopylot Services does not create any business relationship between you and Autopylot.
    • In connection with your use of the Autopylot Services you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods.  If you are blocked by Autopylot from accessing the Autopylot Services (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Autopylot Services or the Content other than as specifically authorized herein is strictly prohibited. Any rights not expressly granted herein are reserved by Autopylot.
    • The Autopylot name and logo are trademarks of Autopylot (collectively the “Autopylot Trademarks”). Other company and product names and logos used and displayed via the Autopylot Services may be trademarks of their respective owners who may or may not endorse or be affiliated with Autopylot. Nothing in these Terms of Use or the Autopylot Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Autopylot Trademarks without our prior written permission. All goodwill generated from the use of Autopylot Trademarks will inure to our exclusive benefit.

User Content; Prohibited Activities

  • You retain ownership of any intellectual property rights that you hold in any and all information, data, text, photographs, graphics, and other materials that you post, upload, or transmit to or through the Autopylot Services (collectively, “User Content”), provided, however, that you grant Autopylot (i) permission to access your account and profile in connection with providing the Autopylot Services and as otherwise contemplated in these Terms, and (ii) a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, host, store, reproduce, display, modify, and create derivative works of your User Content. 
  • You are solely responsible for all User Content that you upload via the Autopylot Services, including, without limitation, via our forms or email.  The following are examples of the kind of User Content and/or uses of the Autopylot Services that are illegal and/or prohibited by Autopylot, and you agree to not use the Autopylot Services to:
    • email or submit any User Content that: (1) infringes any intellectual property or other proprietary rights of any party; (2) you do not have a right to submit under any law or under contractual or fiduciary relationships; (3) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (4) poses or creates a privacy or security risk to any person; (5) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation; (6) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; or (7) in the sole judgment of Autopylot, is objectionable or which restricts or inhibits any other person from using or enjoying the Autopylot Services, or which may expose Autopylot or its users to any harm or liability of any type;
    • violate any applicable local, state, national or international law, or any regulations having the force of law;
    • impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
    • solicit personal information from anyone;
    • harvest or collect email addresses or other contact information of other users from the Autopylot Services by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
    • advertise or offer to sell or buy any goods or Autopylot Services for any business purpose;
    • further or promote any criminal activity or enterprise or provide instructional information about illegal activities;
    • obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Autopylot Services to which you are subscribed;
    • disrupt, modify or interfere with the proper working of the Autopylot Services, or any code, software, hardware, or servers associated with the Autopylot Services;
    • take any action that impedes or interferes with others’ access and use of the Autopylot Services; or
    • delete or alter any information or materials on or associated with the Autopylot Services.

You acknowledge and agree that Autopylot may preserve, disclose, verify, audit, back up, edit, delete, copy, or transmit User Content if required to do so by law or in the good faith belief that such actions are reasonably necessary to: (a) comply with legal or regulatory process, applicable laws or government requests; (b) enforce these Terms of Use; (c) respond to claims that any content violates the rights of third parties; (d) protect the rights, property, or personal safety of Autopylot, its users and the public; and (e) improve the Autopylot Services.

Unsolicited Information

From time to time, you may send us unsolicited information or materials, including, without limitation, ideas or suggestions related to new or improved products, services, enhancements, names, technologies, or plans (collectively, “Unsolicited Information”). Notwithstanding the foregoing, Autopylot does not want to receive confidential or proprietary information from you, and you agree never to send to Autopylot any User Content that would violate or infringe any copyrights, trademarks, or any other intellectual property rights or rights of third parties, including, without limitation, the rights of publicity or privacy. By sending Autopylot any Unsolicited Information you grant to Autopylot, its affiliates and subsidiaries, an unrestricted, irrevocable license to use, reproduce, display, perform, modify, transmit and distribute such Unsolicited Information, and you also agree that Autopylot is free to use any ideas, concepts, know-how or techniques that you send to it for any purpose, without attribution or compensation to you of any kind.  Autopylot has no obligation to review any Unsolicited Information. These provisions do not govern Autopylot’s obligations with respect to your Information (as defined in the Privacy Policy), which obligations are set forth in Autopylot’s Privacy Policy.

Links to Other Websites

The Autopylot Services may contain links to other sites operated by third parties that we provide only as a convenience to you to access those third-party websites. If you click on a third-party link that we provide via our Autopylot Services, you will be directed to that third party’s site. We strongly advise you to review the Privacy Policy of the third-party sites you visit. We have no control over and assume no responsibility for the content, privacy policies, terms of use, or practices of any linked third-party sites or services.

Location and Governing Law

Autopylot operates the Autopylot Services from its offices located in Vermont, United States. The laws of the State of Vermont shall govern these Terms of Use without giving effect to any principles of conflicts of law. Any action related to these Terms of Use shall be brought only in state or federal courts located within the State of Vermont. The Autopylot Services are designed to comply with the laws of the United States. Access to or use of the Autopylot Services from other locations is prohibited. Those who choose to access the Autopylot Services outside the United States do so solely at their own risk.

Limitation of Liability

  • UNDER NO CIRCUMSTANCES SHALL AUTOPYLOT BE LIABLE FOR YOUR RELIANCE ON ANY INFORMATION PROVIDED VIA THE AUTOPYLOT SERVICES NOR SHALL AUTOPYLOT BE LIABLE FOR DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, INDIRECT OR PUNITIVE DAMAGES THAT: (I) RESULT FROM THE ACCESS OR USE OF, OR THE INABILITY TO ACCESS OR USE, THE AUTOPYLOT SERVICES; OR (II) THAT ARISE IN CONNECTION WITH MISTAKES OR OMISSIONS IN OR DELAYS IN TRANSMISSION OF INFORMATION TO OR FROM YOU OR AUTOPYLOT, INTERRUPTIONS IN TELECOMMUNICATIONS CONNECTIONS TO THE AUTOPYLOT SERVICES, OR VIRUSES – IN EACH CASE EVEN IF AUTOPYLOT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL AUTOPYLOT’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED ONE HUNDRED DOLLARS ($100).
    • APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL AUTOPYLOT’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER THE CAUSE OF ACTION IS IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE AUTOPYLOT SERVICES.
    • THE SECTIONS TITLED “NO WARRANTIES” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER APPLICABLE LAW.  IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID OR FOR ANY REASON UNENFORCEABLE UNDER APPLICABLE LAW, THEN THESE PROVISIONS SHALL BE DEEMED SEVERABLE AND ENFORCEABLE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.  THE INVALIDITY OF ANY SUCH PORTION OF THESE SECTIONS SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS OF THESE TERMS.

No Warranties

THE AUTOPYLOT SERVICES ARE PROVIDED “AS-IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, AUTOPYLOT DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY AND NON-INFRINGEMENT. AUTOPYLOT DOES NOT WARRANT THAT ACCESS AND USE OF THE AUTOPYLOT SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE AUTOPYLOT SERVICES OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. AUTOPYLOT DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE AUTOPYLOT SERVICES IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT AUTOPYLOT) ASSUME THE ENTIRE COST OF ALL DAMAGES ARISING IN CONNECTION WITH YOUR USE OF THE AUTOPYLOT SERVICES. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

Indemnification

You hereby agree to indemnify, defend, and hold Autopylot, and each of Autopylot’s directors, officers, stockholders, employees, affiliates and agents (collectively, “Indemnitees”) harmless from any and all liability actions, proceedings, claims, demands, costs, expenses (including reasonable attorneys’ fees), losses and damages whatsoever arising out of or in connection with your use of the Autopylot Services; your uploading and use of any User Content; your connection to the Autopylot Services; your provision of Unsolicited Information; your warranty that you have the rights to provide any such Unsolicited Information to Autopylot on the terms set forth herein; and/or any other violation of these Terms of Use or of any rights of a third party. Notwithstanding the foregoing, you will have no obligation to indemnify or hold harmless any Indemnitee from or against any liability, losses, damages or expenses incurred as a result of any action or inaction of such Indemnitee. If you are a California resident, you hereby explicitly waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

Export Control

The Autopylot Services are intended for use in the United States only. You may not use, export, import, or transfer any part of our Autopylot Services except as authorized by U.S. law. In particular, but without limitation, no part of our Autopylot Services may be exported or re-exported: (i) into any country embargoed by the U.S.; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Persons List or Entity List. By using our Autopylot Services, you represent and warrant that: (x) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country; and (y) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use our Autopylot Services for any purpose prohibited by law. 

Dispute Resolution By Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.

  • Agreement to Arbitrate. This Dispute Resolution by Binding Arbitration section is referred to in these Terms of Use as the “Arbitration Agreement”.  You agree that any and all disputes or claims that have arisen or may arise between you and Autopylot, whether arising out of or relating to these Terms of Use (including any alleged breach thereof), the Autopylot Services, the Content, any advertising, or any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Arbitration Agreement, you and Autopylot are each waiving the right to a trial by jury or to participate in a class action.  Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
    • Prohibition of Class and Representative Actions and Non-Individualized Relief. YOU AND AUTOPYLOT AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND AUTOPYLOT AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING.  ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR, AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER, APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.
    • Pre-Arbitration Dispute Resolution. Autopylot is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at hello@autopylot.io. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to Autopylot should be sent to: Autopylot, Inc., Attn: Legal Department, 217 Juniper Dr, South Burlington, VT 05403 (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought.  If Autopylot and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Autopylot may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Autopylot or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Autopylot is entitled.
    • Arbitration Procedures. Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Consumer Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement.  For information on the AAA, please visit its website, https://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, https://go.adr.org/consumer-arbitration. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Use as a court would.  All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms of Use and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. Unless Autopylot and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances.  If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, Autopylot agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
    • Costs of Arbitration. Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If the value of the relief sought is $75,000 or less, at your request, Autopylot will pay all Arbitration Fees. If the value of relief sought is more than $75,000 and you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, Autopylot will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Autopylot will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.
    • Confidentiality of Arbitration. All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
    • Severability of Arbitration Clause. If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified.  If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief.  The remainder of the Terms of Use will continue to apply.
    • Future Changes to Arbitration Agreement. Notwithstanding any provision in these Terms of Use to the contrary, Autopylot agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Autopylot Services, you may reject any such change by sending Autopylot written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Use (or accepted any subsequent changes to these Terms of Use).

Severability

  • If any provision of these Terms of Use shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable, from the remaining Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

Termination

  • You agree that Autopylot, in its sole discretion, may suspend or terminate your use of the Autopylot Services and may remove and discard any User Content or other data within the Autopylot Services, for any reason, including, without limitation, for lack of use or if Autopylot believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Use. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of Autopylot Services may be referred to appropriate law enforcement authorities. Autopylot may also in its sole discretion and at any time discontinue providing the Autopylot Services, or any part thereof, with or without notice. You agree that any termination of your access to the Autopylot Services under any provision of these Terms of Use may be effected without prior notice, and acknowledge and agree that Autopylot may immediately deactivate or delete your account and/or bar any further access to such files or the Autopylot Services. In the event that Autopylot terminates your access to the Autopylot Services for any reason other than your breach of these Terms of Use, then Autopylot will refund you the prorated portion of any subscription fees which you have paid but not yet used.  Except for the foregoing limited circumstance, you agree that Autopylot will not be liable to you or any third party for any termination of your access to the Autopylot Services.

Miscellaneous

  • Failure of Autopylot to act on or enforce any provision of these Terms of Use shall not be construed as a waiver of that provision or any other provision in these Terms of Use. No waiver shall be effective against Autopylot unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by Autopylot and you, these Terms of Use constitute the entire agreement between you and Autopylot with respect to the subject matter, and supersede all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter.  FOR THE AVOIDANCE OF DOUBT, THESE TERMS OF USE WILL APPLY UNLESS YOU HAVE A SEPARATE WRITTEN AGREEMENT WITH AUTOPYLOT THAT EXPRESSLY REPLACES THESE TERMS.

Contact Us with Questions and Comments. If you have any questions about the Privacy Policy or Terms of Use, please contact us by email at hello@autopylot.io or by mail at Autopylot, Inc., 217 Juniper Dr, South Burlington, VT 05403.