Last updated October 18, 2026
The short version (this summary is not part of the agreement; the full Terms below control):
These Terms of Service (the "Terms") are a legal agreement between you and Milestone Updates. Please read them carefully. SECTION 21 CONTAINS A BINDING ARBITRATION AGREEMENT, A CLASS ACTION WAIVER, AND A JURY TRIAL WAIVER THAT AFFECT HOW DISPUTES ARE RESOLVED.
"Milestone Updates," "we," "us," and "our" mean the operator of the Milestone Updates service at milestoneupdates.com, and any company that operator forms, or assigns these Terms to, under Section 24.3.
"Customer," "you," and "your" mean the person who creates an account, connects a mailbox or loan origination system, or otherwise uses the Service. If you use the Service on behalf of a company, such as your employer, brokerage, or lender (your "Company"), then "you" includes both you and that Company, and you represent that you have authority to bind it. If you do not have that authority, you personally accept these Terms and are personally responsible for complying with them. "Users" means you and anyone who accesses your account.
The Service is offered only to businesses and licensed professionals for business purposes, and only in the United States. It is not offered to consumers for personal, family, or household use. By using it, you confirm that you are at least 18 years old, that you are using it for business purposes, and that you are not barred from using it under U.S. law.
You accept these Terms by clicking "I agree" (or a similar button), by connecting a mailbox or loan origination system, or by using the Service. We may record the date, time, version of these Terms, and account identifier for your acceptance. If you do not agree, do not use the Service.
The following are incorporated into these Terms by reference: our Data Processing Addendum (the "DPA"), our Privacy Policy, any order form, plan description, or checkout page you accept (an "Order"), our Acceptable Use Policy, and the Acceptable Use rules in Section 7. Together these are the "Agreement." If they conflict, this order controls: (a) the DPA, for matters about processing personal information; (b) an Order signed by both parties, but only for the specific items it covers; (c) these Terms; (d) the Privacy Policy.
The "Service" is our software platform that, with your authorization: (a) connects to your loan origination system ("LOS") to detect loan status changes; (b) generates a short, personalized web page containing a narrated video about that loan milestone (a "Milestone Page"), using templates, your branding, and a synthetic voice produced by a third-party text-to-speech provider; and (c) emails a link to the Milestone Page to the borrower and, where configured, copies real estate agents or other recipients, by sending the email through your own Microsoft mailbox. The Service includes our website, dashboards, templates, scripts, video and page designs, software, and documentation, and any optional features we add, such as text messaging.
Milestone Pages, scripts, emails, and "what's next" content are general, informational status updates and education only. They are not, and must not be presented as: a loan estimate, closing disclosure, or any other required disclosure; a loan approval, commitment, or conditional approval; a rate quote, rate lock, or offer of credit; a notice of action taken or adverse action notice; legal, tax, financial, or credit advice; or a substitute for communication from the licensed loan originator. The licensed professional responsible for the loan remains solely responsible for all communications required by law and for all decisions about the loan.
We are not a lender, mortgage broker, loan originator, real estate broker, settlement agent, consumer reporting agency, or law firm. We do not take loan applications, offer or negotiate loan terms, make credit decisions, or communicate with borrowers on our own behalf. We do not review, approve, or verify your loan files, your communications, or your compliance. Our role is limited to providing software that you configure and control.
We may add, change, or remove features at any time. If we remove a core feature of a paid plan in a way that materially reduces its value during your paid term, your sole remedy is to cancel and receive a prorated refund of prepaid fees for the unused portion of that term.
You must give accurate account information and keep it current. You are responsible for all activity under your account and connections, whether or not you authorized it, and for keeping your credentials secure. You must use multi-factor authentication on your Microsoft and loan origination system accounts where available. Tell us right away at support@milestoneupdates.com if you suspect unauthorized access.
When you connect a Microsoft mailbox, you expressly authorize us, and instruct us as your agent for this limited purpose, to use Microsoft's APIs (including the Microsoft Graph Mail.Send permission) to send emails from that mailbox, in your name, to the recipients and with the content determined by your settings, templates, and loan data. The Service is designed to request permission to send mail only, not to read your mailbox. You represent that: (a) you are the authorized user of the mailbox; (b) your Company and its Microsoft 365 administrators permit this connection and have given any required approval or admin consent; and (c) sending these emails from that mailbox is allowed by your Company's policies. Every email sent through your mailbox is your communication. Depending on your Microsoft settings, copies may or may not be saved in your Sent Items; we do not guarantee that they will be. You can revoke our access at any time in the Service or through Microsoft (for example, at myapps.microsoft.com), and sending will stop.
When you connect your LOS, you authorize us to access and retrieve loan, contact, and status data from it to provide the Service. You represent that your agreement with the LOS provider, and your Company's policies, permit you to grant that access to a third-party service provider. The Service relies entirely on the data in your LOS. You are responsible for the accuracy, completeness, and timeliness of that data, including borrower and agent email addresses, names, and loan status.
The Service gives you controls such as a master "sending off" switch, template settings, recipient settings, and holds. You are responsible for configuring and using these controls, for reviewing the templates and scripts before you enable sending, and for turning sending off when you are unsure whether a communication is appropriate. You are also responsible for responding to hold notices we send you.
The Service includes automated checks that may hold a send when data looks wrong (for example, a missing email, a status that moves backward, a possible duplicate, or a recipient who opted out) and notify you. These safeguards are provided as a convenience. They will not detect every error, may hold messages that should have been sent, and may let through messages that should not have been sent. We have no duty to detect or prevent errors in your data or communications, and you must not rely on our safeguards in place of your own review and compliance program.
Milestone Pages use automated scripts and a synthetic, computer-generated voice from a third-party text-to-speech provider. Narration, pronunciation, timing, and generated wording ("Output") are produced by automated systems.
Output may be inaccurate, incomplete, mispronounced, out of date, or inappropriate for a given borrower or loan, even when your data is correct. Output may be similar to Output produced for other customers. We do not guarantee the accuracy, quality, or suitability of any Output. You are responsible for reviewing templates and scripts, deciding whether to use them, and any use of Output.
We may label Milestone Pages as using AI-generated narration. You will not remove, hide, or alter those labels, and you will not present the synthetic voice as the real voice of you or any other person. You are responsible for any additional disclosure about AI use that applies to you under federal, state, or local law, regulator guidance, or your Company's policies.
If we offer a feature that lets you create or use a custom or cloned voice, or upload images or recordings of people, you may use it only with the voice, image, or likeness of a person who has given you explicit, informed, written consent, and you are responsible for obtaining and keeping that consent. You will not use the Service to impersonate any person or organization.
Our text-to-speech, hosting, and other providers have their own usage policies. You will not use the Service in a way that would cause us to violate those policies, and we may change providers or voices at any time.
"Customer Data" means data you or your connected systems submit to the Service, including loan, borrower, agent, and contact data. "Customer Content" means your name, NMLS numbers, company name, logo, photo, phone number, email address, licensing statements, custom text, and other materials you provide for use in Milestone Pages and emails.
As between you and us, you own Customer Data and Customer Content. You grant us and our service providers a non-exclusive, worldwide, royalty-free license, for the term of the Agreement and any period needed to wind down, to host, copy, process, transmit, display, and create Milestone Pages and emails from Customer Data and Customer Content in order to provide, secure, support, and improve the Service, to comply with law, and as described in the DPA and Privacy Policy.
We may create and use aggregated or de-identified data derived from use of the Service (for example, counts of sends, holds, and page views) that does not identify you, any borrower, or any other individual, for any lawful business purpose, including improving the Service. We will not use data obtained through Microsoft's APIs for advertising or marketing, and we will not sell Customer Data.
You represent and warrant, on an ongoing basis, that: (a) you have all rights, licenses, consents, and authorizations needed to provide Customer Data and Customer Content to us and to let us use them as described in the Agreement; (b) you have given all notices and obtained all consents required by law, by your privacy notices, and by your Company's policies to collect the data, to share it with us as your service provider, to send the communications the Service sends, and to share loan status information with each recipient, including real estate agents and anyone else copied; (c) your Customer Content (including your name, NMLS numbers, licensing statements, and logo) is accurate, current, and permitted to be used in the way you configure it; and (d) Customer Data and Customer Content do not infringe or violate anyone's rights or any law.
The Service is designed to use only limited loan milestone and contact information. You will not configure the Service, through custom fields, scripts, or otherwise, to include in Milestone Pages or emails any Social Security numbers, full account or loan numbers, bank or card numbers, dates of birth, credit scores, income, asset, or employment details, government ID numbers, health information, or similar sensitive information, unless we expressly agree in writing.
Milestone Page links are long, hard-to-guess URLs, but anyone who has a link can view the page, including people a recipient forwards it to. Links expire about 180 days after creation, after which the page may no longer be available. You are responsible for deciding what information appears on Milestone Pages with that in mind.
The Service is not a system of record or an archive. Milestone Pages expire, and we may delete data as described in Section 13 and the DPA. You are solely responsible for keeping any records you are required to keep, including copies of advertisements, communications, consents, and opt-outs, for the periods required by law (for example, advertising record rules under Regulation Z and Regulation N), by regulators, or by your Company.
We use commercially reasonable administrative, technical, and physical safeguards designed to protect Customer Data, as further described in the DPA. However, no system is perfectly secure, and we do not guarantee that Customer Data will never be accessed, disclosed, altered, or lost without authorization. You are responsible for securing your own accounts, devices, mailbox, and LOS.
Our processing of personal information on your behalf is governed by the DPA, which describes our role as your service provider, our subprocessors, and how we handle security incidents and data deletion.
You, not we, decide whether to use the Service, which loans and recipients it applies to, what templates and content are used, and when sending is on. You are solely responsible for every communication sent through the Service, and for complying with all laws, regulations, regulator guidance, licensing rules, contracts, and Company policies that apply to you, your Company, your communications, and your data. We do not provide compliance advice, and the availability of a feature or template does not mean that using it is lawful or appropriate in your situation.
Without limiting Section 6.1, you are responsible for complying with the following, as they apply to you:
If you work for or through a Company, you represent that your Company has approved your use of the Service as a third-party vendor where its policies require approval, that any marketing, template, or content review your Company requires has been completed, and that your use complies with your Company's compliance, vendor management, information security, and communication policies. We are not responsible for any discipline, termination, claim, or loss you suffer because your Company did not approve your use.
You must honor every opt-out and do-not-contact request, whether it is made through the Service, to you directly, or to your Company, and must not re-add a recipient who has opted out unless the law allows it. The Service may help track opt-outs it receives, but you remain responsible for honoring all of them. You are responsible for responding to all borrower, agent, and recipient questions, complaints, and requests about your communications. If we receive a request or complaint about your communications, we may forward it to you and may pause sending.
You will not add interest rates, payments, APRs, fees, or other loan terms to templates, scripts, or custom fields unless you have confirmed that doing so complies with all applicable advertising and disclosure laws.
You must follow our Acceptable Use Policy. In addition, you will not, and will not allow anyone to:
We may investigate suspected violations and may remove content, hold or stop sends, or suspend accounts as described in Section 12.
The Service depends on services we do not control, including Microsoft 365 and Microsoft Graph, LOS providers, text-to-speech providers, hosting, content delivery, and security providers (such as Cloudflare), and email delivery networks ("Third-Party Services"). Your use of Third-Party Services is governed by your agreements with those providers. We are not responsible for Third-Party Services, including their availability, outages, errors, rate limits, security, changes to their APIs or terms, or decisions to block, filter, throttle, or suspend your account, mailbox, or messages (for example, spam filtering or sending limits). We do not guarantee that any email will be delivered, delivered on time, or reach the inbox. If a Third-Party Service changes or stops being available to us, we may change or discontinue the related feature without liability. Microsoft, your LOS provider, and our other providers are not parties to these Terms and do not endorse the Service.
While the Service is offered free of charge, including during any private pilot, no fees are due, and Sections 9.2 through 9.8 apply only once you sign up for a paid plan.
You will pay the fees in your Order or on the plan you select. Unless the Order says otherwise, fees are in U.S. dollars, billed in advance, and based on the plan purchased, not actual use.
Paid subscriptions renew automatically for successive periods equal to the initial term (for example, monthly or annually) at the then-current price, unless you cancel before the renewal date. You may cancel at any time in your account settings or by emailing support@milestoneupdates.com. Cancellation takes effect at the end of your current paid period. We will send any renewal reminders required by law.
You authorize us and our payment processor to charge your payment method for all fees and taxes when due, including renewals. You must keep your payment information current.
We may change prices by giving you at least 30 days' notice. The new price applies starting with your next renewal period.
Fees do not include taxes. You are responsible for all sales, use, value-added, and similar taxes and duties, other than taxes on our net income.
If a payment fails or is overdue, we may suspend the Service after giving you at least 10 days' notice, and may charge interest on overdue amounts at the lesser of 1.5% per month or the highest rate allowed by law, plus reasonable collection costs.
Fees are non-refundable and non-cancelable, and there are no refunds or credits for partial periods, unused features, or downgrades, except as stated in Sections 2.4 and 13.4 or as required by law. You must raise any billing dispute within 60 days of the charge, or you waive it.
Any free use, trial, pilot, or feature labeled "beta," "pilot," "preview," "early access," or similar ("Beta Features") is provided for evaluation. Beta Features may be incomplete, contain errors, change, or be discontinued at any time without notice. There is no service level agreement, uptime commitment, support obligation, or warranty of any kind for Beta Features or free use, and our total liability for them is limited to US $100. We may end any pilot or free use at any time.
We and our licensors own all rights in the Service, including our software, templates, scripts, default "what's next" content, voice selections, page and video designs, layouts, animations, and documentation, and in all improvements and derivative works of them, whether or not based on your feedback ("Our Materials"). Milestone Pages are compilations of Our Materials and your Customer Content and Customer Data: you keep ownership of your Customer Content and Customer Data within them, and we keep ownership of everything else. These Terms do not transfer any ownership to you.
Subject to these Terms and payment of any applicable fees, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right during the term to use the Service, and to send and share Milestone Pages generated for your loans, for your internal business purposes. All rights not expressly granted are reserved.
If you send us ideas, suggestions, or feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free, transferable license to use them for any purpose without obligation or compensation to you.
We may identify you or your Company (by name and logo) as a customer on our website and in sales materials. You may opt out at any time by emailing support@milestoneupdates.com, and we will stop new uses within a reasonable time.
If you believe content in the Service infringes your copyright, email support@milestoneupdates.com with the information required by 17 U.S.C. § 512(c)(3). We may remove content and terminate repeat infringers.
We may immediately suspend or limit your account, any connection, or any send, in whole or in part, with or without notice, if we reasonably believe that: (a) you have violated the Agreement or any law; (b) your use creates a security, legal, regulatory, or reputational risk to us, our providers, recipients, or others; (c) we have received a complaint, opt-out dispute, legal demand, or regulator inquiry about your communications; (d) a Third-Party Service requires it; (e) payment is overdue as described in Section 9.7; or (f) suspension is needed to prevent harm. Where practical, we will tell you why and give you a chance to fix the problem. We are not liable for any suspension made in good faith, and fees remain due during a suspension caused by you.
The Agreement starts when you first accept these Terms and continues until it is terminated. Paid subscriptions run for the period in your Order and renew under Section 9.3.
You may stop using the Service and close your account at any time. For paid plans, cancellation takes effect at the end of the current paid period.
We may terminate the Agreement or your account: (a) for any reason, on 30 days' notice; (b) immediately, on notice, if you materially breach the Agreement, violate Section 6 or 7, or fail to pay; or (c) immediately, for free use, pilots, or Beta Features.
If we terminate a paid subscription under Section 13.3(a), we will refund prepaid fees for the unused portion of the paid period. No refund is due for any other termination.
When the Agreement ends: (a) your right to use the Service ends; (b) we will stop sending and revoke or discard our access tokens for your mailbox and LOS; (c) you must pay all fees owed; and (d) Milestone Page links may stop working immediately.
You may request an export of your available Customer Data by emailing us within 30 days after termination. After that, we will delete Customer Data in our active systems within a reasonable period, and as described in the DPA, except for copies kept in backups until they are overwritten in the normal course, copies we must keep to comply with law or a legal hold, and records of your acceptance, billing, and communications with us. We have no obligation to keep Customer Data after that period, and we are not liable for its deletion.
Sections 1.5, 2.2, 2.3, 3.5, 4.2, 5.2 (for wind-down), 5.3, 5.4, 5.6, 5.7, 6, 8, 9 (for amounts owed), 10, 11, 13.5 through 13.7, and 14 through 25 survive termination, along with any other provision that by its nature should survive.
"Confidential Information" means non-public information one party discloses to the other that is marked confidential or that a reasonable person would understand to be confidential, including our non-public software, pricing, and product plans. It does not include information that is or becomes public through no fault of the recipient, was already known to the recipient, is independently developed, or is rightfully received from someone else without a confidentiality duty. The recipient will use Confidential Information only to perform under the Agreement, will protect it with at least reasonable care, and will disclose it only to its personnel, contractors, and advisors who need to know it and are bound by similar duties, or as required by law (with prompt notice where lawful). Customer Data is governed by Section 5 and the DPA instead of this Section.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, MILESTONE PAGES, OUTPUT, TEMPLATES, BETA FEATURES, AND ALL RELATED CONTENT AND SERVICES ARE PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS," WITHOUT WARRANTIES OF ANY KIND. WE AND OUR LICENSORS AND PROVIDERS EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND SYSTEM INTEGRATION.
WITHOUT LIMITING THE ABOVE, WE DO NOT WARRANT THAT: THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; ANY EMAIL OR MESSAGE WILL BE SENT, DELIVERED, OR SENT ONLY TO THE INTENDED RECIPIENTS; ANY OUTPUT, SCRIPT, NARRATION, OR MILESTONE PAGE WILL BE ACCURATE, COMPLETE, OR APPROPRIATE; OUR SAFEGUARDS WILL DETECT OR PREVENT ANY ERROR, DUPLICATE, OR UNWANTED SEND; THE SERVICE WILL MEET YOUR REQUIREMENTS OR COMPLY WITH ANY LAW, REGULATION, OR POLICY THAT APPLIES TO YOU; OR ANY DEFECTS WILL BE CORRECTED. YOU USE THE SERVICE AT YOUR OWN RISK. NO ADVICE OR INFORMATION FROM US, WHETHER ORAL OR WRITTEN, CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL MILESTONE UPDATES OR ITS OWNERS, MEMBERS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, OR PROVIDERS (THE "MILESTONE UPDATES PARTIES") BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, LOANS, COMMISSIONS, REFERRALS, GOODWILL, OR REPUTATION; LOSS, CORRUPTION, OR DISCLOSURE OF DATA; COST OF SUBSTITUTE SERVICES; REGULATORY FINES, PENALTIES, OR EXAMINATION FINDINGS; OR EMPLOYMENT CONSEQUENCES, ARISING OUT OF OR RELATING TO THE AGREEMENT OR THE SERVICE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTE, OR OTHERWISE), EVEN IF WE WERE ADVISED OF THE POSSIBILITY OF THOSE DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF ALL MILESTONE UPDATES PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE AGREEMENT OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU ACTUALLY PAID US FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT THAT FIRST GAVE RISE TO LIABILITY, OR (B) US $100.
THESE LIMITS APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE, AND THEY APPLY COLLECTIVELY TO ALL MILESTONE UPDATES PARTIES, NOT SEPARATELY TO EACH. THEY DO NOT LIMIT YOUR PAYMENT OBLIGATIONS OR YOUR INDEMNITY OBLIGATIONS UNDER SECTION 17. NO MILESTONE UPDATES PARTY OTHER THAN THE CONTRACTING ENTITY HAS ANY PERSONAL LIABILITY UNDER THE AGREEMENT, TO THE EXTENT PERMITTED BY LAW. Some jurisdictions do not allow certain exclusions or limitations; in those jurisdictions, our liability is limited to the smallest amount permitted by law. Nothing in these Terms limits liability that cannot be limited by law, such as liability for fraud.
You agree that the disclaimers and limits in Sections 10, 15, and 16 are a reasonable allocation of risk, are reflected in our pricing (including free access), and are an essential basis of the bargain between us. We would not provide the Service without them.
You will defend, indemnify, and hold harmless the Milestone Updates Parties from and against all claims, demands, suits, investigations, regulatory inquiries, and proceedings brought by any third party (including borrowers, real estate agents, recipients, your Company or employer, Microsoft, your LOS provider, government agencies, and regulators), and all resulting losses, damages, judgments, settlements, fines, penalties, costs, and expenses (including reasonable attorneys' and experts' fees), arising out of or relating to:
We will notify you of a claim we want you to defend, although a delay in notice relieves you of your obligations only to the extent the delay materially harms your defense. We may choose to control the defense ourselves at your expense, or let you control it with counsel reasonably acceptable to us. You will not settle any claim in a way that admits fault by, or imposes any obligation on, any Milestone Updates Party without our prior written consent. We may participate with our own counsel at our own cost.
Unless an Order signed by both parties expressly provides otherwise, we do not provide any indemnity to you.
The Agreement is solely between you and us. Borrowers, real estate agents, recipients of communications, your Company (except as a party under Section 1.2), and all other third parties are not third-party beneficiaries of the Agreement and have no rights under it. You are solely responsible for your relationships with them. Any terms or notices we display on Milestone Pages to recipients are for our protection and do not create obligations from us to you or to them.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY CLAIM YOU HAVE ARISING OUT OF OR RELATING TO THE AGREEMENT OR THE SERVICE MUST BE BROUGHT WITHIN ONE (1) YEAR AFTER THE CLAIM AROSE; OTHERWISE, THE CLAIM IS PERMANENTLY BARRED.
The Agreement and all disputes arising out of or relating to it are governed by the laws of the State of Nevada, without regard to its conflict-of-laws rules, and, for Section 21, by the Federal Arbitration Act. The U.N. Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act do not apply. For any dispute that is not subject to arbitration, or if Section 21 is found not to apply, you and we consent to the exclusive jurisdiction and venue of the state and federal courts located in Clark County, Nevada, and waive any objection based on inconvenient forum.
PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU AND US TO RESOLVE DISPUTES THROUGH INDIVIDUAL BINDING ARBITRATION, AND IT LIMITS HOW YOU CAN SEEK RELIEF FROM US. YOU SPECIFICALLY AGREE TO THIS SECTION, SEPARATELY FROM THE REST OF THESE TERMS, WHEN YOU ACCEPT IT.
Before starting arbitration or a small claims case, the party with a dispute must send the other a written notice describing the dispute and the relief requested (to us at support@milestoneupdates.com, with the subject line "Legal Notice: Dispute"; to you at your account email). Both parties will try in good faith to resolve the dispute for at least 45 days after the notice is received. Time limits under Section 19 are paused during this period.
Except as provided in Section 21.4, any dispute, claim, or controversy between you and us arising out of or relating to the Agreement, the Service, or our relationship, whether based in contract, tort, statute, or any other theory, and whether it arose before or after you accepted these Terms (a "Dispute"), will be resolved exclusively by final and binding individual arbitration. The arbitrator, and not any court, decides all questions about the scope, validity, enforceability, and arbitrability of this Section, except that a court decides questions about Sections 21.4 (as to small claims eligibility), 21.5, and 21.8.
Arbitration will be administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules (including, where applicable, its procedures for small or expedited cases) in effect when the arbitration is filed, as modified by this Section. There will be a single arbitrator. The arbitration will take place in Clark County, Nevada, unless the parties agree otherwise, and either party may ask to participate by video or to have a claim decided on written submissions. Each party pays its own attorneys' fees and costs, and filing and arbitrator fees are allocated under the AAA rules, except that the arbitrator may award fees and costs to the prevailing party where the law or the Agreement allows. The arbitrator may award any individual relief that a court could award, but only in favor of the individual party seeking relief and only to the extent needed to resolve that party's individual claim. Judgment on the award may be entered in any court with jurisdiction. The arbitration and any award are confidential except as needed to enforce the award or as required by law.
Either party may: (a) bring an individual claim in small claims court in Clark County, Nevada, or your county of business, if it qualifies; and (b) seek a temporary restraining order, preliminary injunction, or other equitable relief in court to protect intellectual property, Confidential Information, or the security of the Service, or to stop a violation of Section 7, pending arbitration.
YOU AND WE EACH AGREE THAT DISPUTES WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING, WHETHER IN ARBITRATION OR IN COURT. The arbitrator may not consolidate more than one party's claims or preside over any form of class or representative proceeding. If this Section 21.5 is found unenforceable as to a particular claim or request for relief, then that claim or request (and only that one) will be severed and decided in court under Section 20 after all individual arbitrable claims are resolved, and the rest of Section 21 will still apply.
If 25 or more similar Disputes are filed against us by or with the help of the same or coordinated counsel or entities, the parties agree that they will be administered in batches of no more than 25 at a time, with one arbitrator per batch, and that the AAA's mass arbitration procedures will apply where available. The statute of limitations is paused for Disputes awaiting a batch.
TO THE EXTENT ANY DISPUTE PROCEEDS IN COURT RATHER THAN ARBITRATION FOR ANY REASON, YOU AND WE EACH KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVE ANY RIGHT TO A TRIAL BY JURY.
You may opt out of this Section 21 (except Section 21.7) by emailing support@milestoneupdates.com with the subject line "Arbitration Opt-Out," and including your name, account email, and a clear statement that you opt out of arbitration, within 30 days after you first accept these Terms. Opting out does not affect any other part of the Agreement. If you opt out, Disputes will be resolved in court under Section 20, and the class action waiver in Section 21.5 and the jury waiver in Section 21.7 will still apply to the fullest extent permitted by law.
If we change this Section 21 after you accept it, the change will not apply to any Dispute of which we had written notice before the change took effect.
We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including outages or changes of Third-Party Services (such as Microsoft, LOS, text-to-speech, hosting, or content delivery providers), internet or power failures, cyberattacks, labor disputes, natural disasters, epidemics, war, terrorism, government action, or changes in law.
We may update these Terms from time to time. We will post the updated Terms with a new "Last updated" date. For material changes, we will give at least 30 days' notice by email to your account email or in the Service, unless the change is required sooner by law or for security, in which case we will give as much notice as is practical. Changes apply going forward only. By continuing to use the Service after the effective date, you accept the updated Terms; we may also ask you to accept them expressly. If you do not agree, you must stop using the Service and may cancel before the effective date, and if you have prepaid for a paid period, you may request a prorated refund of the unused portion.
You agree to receive notices, disclosures, and other communications from us electronically, by email to your account email or in the Service, and that these satisfy any legal requirement that communications be in writing. Notices to us must be sent to support@milestoneupdates.com (with "Legal Notice" in the subject line for legal notices). Email notices are effective when sent, unless the sender receives a delivery failure. You are responsible for keeping your account email current.
Your electronic acceptance of these Terms has the same effect as a handwritten signature under the federal E-SIGN Act and Nevada's Uniform Electronic Transactions Act.
You may not assign or transfer the Agreement, by operation of law or otherwise, without our prior written consent. We may assign or transfer the Agreement, in whole or in part, without your consent, including to any company we form or control, or to a successor in a merger, acquisition, or sale of assets. When we assign the Agreement to a company we form, that company becomes "Milestone Updates" under these Terms and the assignor is released from further obligations. The Agreement binds and benefits the parties and their permitted successors and assigns.
You will comply with all U.S. export control and economic sanctions laws. You represent that you are not located in, and are not owned or controlled by anyone in, a sanctioned country, and that you are not on any U.S. government restricted-party list.
We are independent contractors. The Agreement does not create a partnership, joint venture, employment, or fiduciary relationship. Except for the limited authority in Section 3.2 to send emails as you direct, neither party is the agent of the other.
If any provision of the Agreement is held invalid or unenforceable, it will be enforced to the maximum extent permitted and modified to the minimum extent needed to make it enforceable, and the rest of the Agreement will remain in effect, except as stated in Section 21.5.
Our failure or delay in enforcing any right is not a waiver of that right. A waiver is effective only if in writing and signed or sent by us.
The Agreement is the entire agreement between you and us about the Service and replaces all prior or contemporaneous understandings, proposals, and communications, oral or written, about it, including any pilot discussions. Terms in any purchase order, vendor form, or other document you provide are rejected and have no effect, even if we sign or accept it. Except as stated in Section 23, the Agreement may be amended only in a writing signed or electronically accepted by both parties.
Headings are for convenience only. "Including" means "including without limitation." The plain-English summary at the top of these Terms is for convenience and does not limit or change the Terms. Any rule that ambiguities are construed against the drafter does not apply.
A breach of Sections 7, 11, or 14 may cause us irreparable harm, and we may seek injunctive or other equitable relief without posting bond, in addition to any other remedy.
The Service is controlled and operated from the United States and is intended for use only in the United States. We make no claim that it is appropriate or lawful for use elsewhere.
Questions about these Terms? Email support@milestoneupdates.com.