Last Updated: June 16, 2016

The “Arrowshade” website is a website operated by Pomo One Marketing, Inc. (“POM,” “We,” or “Us”), an entity operating in Indian Country pursuant to laws of the Habematolel Pomo of Upper Lake, a federally recognized Indian Tribe (the “Tribe”). POM is not a lender, does not broker loans, and does not make loan or credit decisions.

By entering this website or sharing your Information, you are choosing to offer data to POM. Any Information you submit will be treated in accordance with our Privacy Policy and these Terms of Use, and any other agreement that may be entered between you and POM (collectively “Agreement”). You understand that you are providing this data within the Tribe’s jurisdiction, and consent to (1) Tribal laws exclusively governing this transaction and (2) all of the terms in these Terms of Use, which include a binding Arbitration Provision in the event there is a dispute between you and POM (as set forth Section 6 . A copy of the Tribe’s ordinance may be found here. If a conflict arises between a provision in these Terms of Use and a provision in the Agreement, then the provisions will be harmonized to uphold the intent of the parties; provided, however, where harmonization is not possible, the Agreement will control.

If you submit, transfer or make available Information to POM, that Information will be shared with participating lenders, data aggregators, list managers, marketing partners and others in our network. .

Please read these Terms of Use and our Privacy Policy carefully. All future changes in a website operated by POM will be incorporated by reference into the Terms of Use and will take effect as specified in the applicable update.

  1. Our Relationship with You
  2. Eligibility and Use of Personal Information
  3. Term
  4. Restricted Activities
  5. Your Liability – Actions We May Take
  6. Disputes with POM
  7. Definitions

1. Our Relationship with You

1.1 The company. POM is a marketing and information services company that is owned by a federally recognized Indian tribe. It offers a secure online marketplace that allows merchants and marketing partners to drive traffic, generate leads and monetize data opportunities across various consumer markets.

1.2 Privacy. Privacy is very important to POM. Its Privacy Policy describes how POM protects Information, as well as its use and disclosure of that Information.

1.3 Intellectual Property. The URLs representing the POM website(s), “Pomo One Marketing, Inc.,” and all related logos of our products and services described in our website(s) are either copyrighted by POM, trademarks or registered trademarks of POM or its licensors. In addition, all page headers, custom graphics, button icons, and scripts are either copyrighted by POM, service marks, trademarks, and/or trade dress of POM You may not copy, imitate, modify, alter, amend or use them without our prior written consent. All right, title and interest in and to the POM website and any content thereon is the exclusive property of POM and its licensors.

1.4 Assignment. You may not transfer or assign any rights or obligations you have under these Terms of Use without POM’s prior written consent. You are not permitted to transfer your account to a third party. POM reserves the right to transfer or assign these Terms of Use or any right or obligation under these Terms of Use at any time without your consent. You will be provided written notification pursuant to Section 1.5 below of any such assignment.

1.5 Notices to You. You agree that POM may provide notice or other information to you by posting it on the POM website(s), or by email, mail or telephone using the information that you share with POM. You must have internet access and an e-mail account to receive communications and information relating to the services. With the exception of amendments to these Terms of Use, such notice shall be considered to be received by you within 24 hours of the time it is posted to the POM website(s) or emailed to you. If the notice is sent by mail, we will consider it to have been received by you three Business Days after it is sent. You may request a copy of any legally required disclosures (including these Terms of Use) from us and we will provide this to you in a form which allows you to store and reproduce the information (for example, by e-mail) and you may terminate your consent to receive required disclosures through electronic communications by contacting POM as described in section 1.6 below. POM may charge you a reasonable fee to provide a paper copy.

1.6 Notices to POM. Notices to POM made in connection with these Terms of Use must be sent by postal mail to: Pomo One Marketing, Inc., 635 East Hwy 20, M, Upper Lake, California, 95485.

1.7 Amendments to these Terms of Use. We may, at any time amend, delete or add to these Terms of Use (a “Change”) by giving notice of such Change by posting a revised version of these Terms of Use on the POM website(s). A Change will be made unilaterally by us and you will be deemed to have accepted the Change after you have received notice of it. We will give you notice of any Change with the Change taking effect once the notice period has passed, except the notice period will not apply where a Change relates to the addition of a new service, extra functionality to the existing Service or any other change which we believe in our reasonable opinion to neither reduce your rights nor increase your responsibilities. In such instances, the Change will be made without prior notice to you and shall be effective immediately. If you do not accept any Change, do not use this website or the Service. If you use the website or the Service within the notice period, you will be deemed to have accepted it. While you may close your Account at any time and without charge, please note that you may still be liable to us after you terminate these Terms of Use for any liabilities you may have incurred and are responsible for prior to terminating these Terms of Use.

2. Eligibility and Use of Information

2.1 Eligibility. To be eligible for our Services, you must (i) be a resident of the United States; (ii) have full legal capacity to enter into a contract; and (iii) have successfully completed our vendor onboarding procedures, and (iv) POM has executed an Agreement with you. You further represent and warrant to us that when you provide Information to us you are providing accurate Information and you are not acting on behalf of, or for the benefit of, anyone else.

2.2 Information. You agree and understand that when you provide Information to us that will enter into Tribe’s jurisdiction, and you consent to Tribal laws exclusively governing this transaction. We may share your Information with other third parties who may inform you of products or services offered by us, our affiliates, and partners. You agree to allow third party merchants to contact you and present products and services that may be of interest to you.

2.3 Use of Information. In addition to the foregoing, we may also use your Information for a variety of purposes to do things like:

  1. Protect our rights and property and those of our customers.
  2. Respond to legal process and emergencies.
  3. Anonymize or aggregate Information for various purposes like market analysis and reporting.
  4. Monitor, evaluate or improve our Services or systems, or marketing strategies.
  5. Customize or personalize your experience with our Services.

3. Term

3.1 Term. The term of these Terms of Use is for a period of time when you submit your Information to a POM and continues until it is terminated for whatever reason. You will remain liable for all obligations related to the Information you provide.

4. Restricted Activities

4.1 Restricted Activities. In connection with your use of our website(s) or the Services, or in the course of your interactions with POM, or its agents or affiliates, you will not:

  1. Breach these Terms of Use (including, without limitation, breaching any Agreement that you have entered into with POM (including a Policy));
  2. Breach any applicable law, statute, contract, or regulation;
  3. Infringe upon POM’s or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
  4. Act in a manner that is obscene, defamatory, libelous, unlawfully threatening or unlawfully harassing;
  5. Provide false, inaccurate or misleading Information;
  6. Fail to provide us with further Information about you that we may reasonably request;
  7. Receive what we reasonably believe to be potentially fraudulent or unauthorized funds;
  8. Refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us;
  9. Use an anonymizing proxy;
  10. Conduct your activities or use the Services in a manner that results in or may result in complaints, Disputes, Claims, fees, fines, penalties and other liability to POM;
  11. Undertake activity that does or may present to us a credit or fraud risk, a sudden increase in exposure, or a significant or otherwise detrimental level of exposure (as POM reasonably believes based on the Information available to it);
  12. Facilitate any viruses, Trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or Information;
  13. Use any robot, spider, other automatic device, or manual process to monitor or copy our website without our prior written permission;
  14. Use any device, software or routine to bypass our robot exclusion headers, or interfere or attempt to interfere, with our website or the Services;
  15. Copy, reproduce, communicate to any third party, alter, modify, create derivative works, publicly display or frame any content from the POM website(s) without our or any applicable third party’s written consent;
  16. Take any action that may cause us to lose any of the services from our internet service providers, payment processors, or other suppliers;
  17. Whether by act or omission, anything which may interfere with the proper operation of the Service or activities carried out as part of the Services or otherwise than in accordance with the terms of these Terms of Use;
  18. Allow your use of the Service to present to POM a risk of non-compliance with POM’s regulatory obligations.

You agree that engaging in the above Restricted Activities diminishes POM customers’ safe access and/or use of the Service generally.

5. Your Liability – Actions We May Take

5.1 Actions by POM. If we have reason to believe that you have engaged in any Restricted Activities, we may take various actions to protect POM, a third party, or you from fees, fines, penalties and any other liability. The actions we may take include but are not limited to the following:

  1. We may, at any time and without liability, suspend, block, limit, close or cancel your right to use the Services.
  2. We may contact third parties and disclose details of the Restricted Activities in the manner set out in our Privacy Policy;
  3. We may request information from you or otherwise update inaccurate Information you provided us;
  4. We may refuse to provide our Services to you in the future;
  5. We may take legal action against you.

5.2 Indemnification/reimbursement. You agree to indemnify and hold POM, our other companies in our corporate group, the people who work for us or who are authorized to act on our behalf harmless from any claim or demand (including legal fees) made or incurred by any third party due to or arising out of your breach of these Terms of Use, your breach of any applicable law and/or your use of the Services.
In addition, and without limiting the generality of the foregoing, you agree that you will indemnify us and hold POM, our other companies in our corporate group, the people who work for us, or who are authorized to act on our behalf, harmless from and against any claims, demands, liabilities, actions, losses, damages, costs and expenses (including reasonable attorneys’ fees and expenses) related to or arising from your use of the Services, and  any transactions entered into by you with a third party.
You agree that POM may recover amounts you owe it through any legal means available to it.

5.3 Termination of Terms. At our sole discretion we may terminate these Terms of Use with you at our convenience by providing you with prior notice. We may also terminate these Terms of Use at any time, without notice, where you are in breach of the terms of these Terms of Use.

5.4 Information about You. POM reserves the right to request additional Information from you, other than what is referred to in these Terms of Use. You agree to comply with any request for further Information as we reasonably require. This may include, without limitation, requiring you to fax, email or otherwise provide to us certain identification documents.

6. Disputes with Pomo One Marketing, Inc.

6.1 Arbitration Provision. This section 6 may be collectively referred to as the “Arbitration Provision.” In general, binding arbitration is a process in which persons with a dispute waive their rights to file a lawsuit in a court and waive their rights to have a jury trial. Instead, the parties agree to submit their disputes to a neutral third person (an “arbitrator”) for a decision. Arbitration proceedings are private and less formal than court proceeding. Each party to a dispute has an opportunity to present their evidence to the arbitrator regarding the dispute. After considering each party’s evidence and arguments, the arbitrator then issues a final and binding decision resolving the dispute.  We will follow and you agree to follow Our policy of arbitrating all disputes, including the scope and validity of this Arbitration Provision. As part of agreeing to arbitrate any dispute, You explicitly waive any right You may have to participate in any class action against Us.

6.2 PRESERVATION OF SOVEREIGN IMMUNITY: The Information that you submit is being submitted by you to us as an economic arm, instrumentality, and corporation owned by the Tribe. The Tribe is a federally-recognized Tribe and enjoys governmental sovereign immunity. Because we and the Tribe are entitled to sovereign immunity, you will be limited as to what claims, if any, you may be able to assert against the Tribe and Us. Any complaint must be submitted by you or on your behalf to us as described below.  It is the express intention of the Tribe and Us operating as an economic arm of the Tribe, to fully preserve, and not waive either in whole or in part, sovereign governmental immunity, and any other rights, titles, privileges, and immunities, to which we and the Tribe are entitled. To protect and preserve the rights of the parties, no person may assume a waiver of sovereign immunity.

THEREFORE, YOU ACKNOWLEDGE AND AGREE AS FOLLOWS:

1. For purposes of this Terms of Use, the words “dispute” and “disputes” are given the broadest possible meaning and include, without limitation, (a) all claims, disputes, or controversies arising from or relating directly or indirectly to Your agreement to this Arbitration Provision, the validity and scope of this Arbitration Provision and any claim or attempt to set aside this Arbitration Provision; (b) all tribal, federal or state law claims, disputes or controversies, arising from or relating directly or indirectly to this Terms of Use, the Information You gave Us before entering into this Terms of Use and any other Agreement, including any past agreement or agreements between You and Us; (c) all counterclaims, cross-claims and third-party claims; (d) all common law claims, based upon contract, tort, fraud, or other intentional torts; (e) all claims based upon a violation of any tribal, state or federal constitution, statute or regulation; (f) all claims asserted by Us against You, including claims for money damages to collect any sum We claim You owe Us; (g) all claims asserted by You individually against Us and/or any of Our employees, agents, directors, officers, shareholders, governors, managers, members, parent company or affiliated entities (hereinafter collectively referred to as “related third parties”), including claims for money damages and/or equitable or injunctive relief; (h) all claims asserted on Your behalf by another person; (i) all claims asserted by You as a private attorney general, as a representative and member of a class of persons, or in any other representative capacity, against Us and/or related third parties (hereinafter referred to as “Representative Claims”); and/or (j) all claims arising from or relating directly or indirectly to the disclosure by Us or related third parties of any Information about You.

2. You acknowledge and agree that by entering into this Arbitration Provision:

(a) YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY TO RESOLVE ANY DISPUTE ALLEGED AGAINST US OR RELATED THIRD PARTIES;

(b) YOU ARE GIVING UP YOUR RIGHT TO HAVE A COURT RESOLVE ANY DISPUTE ALLEGED AGAINST US OR RELATED THIRD PARTIES; and

(c) YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, AND/OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT FILED AGAINST US AND/OR RELATED THIRD PARTIES.

3. All disputes including any Representative Claims against Us and/or related third parties shall be resolved by binding arbitration only on an individual basis with You. THEREFORE, THE ARBITRATOR SHALL NOT CONDUCT CLASS ARBITRATION; THAT IS, THE ARBITRATOR SHALL NOT ALLOW YOU TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY FOR OTHERS IN THE ARBITRATION.

4. Any party to a dispute, including related third parties, may send the other party written notice by certified mail return receipt requested of their intent to arbitrate and setting forth the subject of the dispute along with the relief requested, even if a lawsuit has been filed. Regardless of who demands arbitration, the following arbitration organizations will administer the arbitration: the American Arbitration Association (1-800-778-7879) https://www.adr.org. The party receiving notice of arbitration will respond in writing by certified mail return receipt requested within twenty (20) days. If You demand arbitration, You must inform Us in Your demand of the arbitration organization You have selected. If related third parties or We demand arbitration, You must notify Us within twenty (20) days in writing by certified mail return receipt requested of Your decision to select an arbitration organization. If You fail to notify Us, then We have the right to select an arbitration organization. The parties to such dispute will be governed by the laws of the Tribe and such rules and procedures used by the applicable arbitration organization applicable to consumer disputes, to the extent those rules and procedures do not contradict the express terms of this Arbitration Provision or the law of the Tribe, including the limitations on the arbitrator below. You may obtain a copy of the rules and procedures by contacting the arbitration organization listed above.

You have the right to request that arbitration take place within thirty (30) miles of Your residence or some other mutually agreed upon location, provided, however, that such election to have binding arbitration occur somewhere other than on Tribal land shall in no way be construed as a waiver of sovereign immunity or allow for the application of any other law other than the laws of the Tribe.

5. Throughout the arbitration, each party shall bear his or her own attorneys’ fees and expenses, such as witness and expert witness fees. The arbitrator shall apply applicable substantive Tribal law consistent with the Federal Arbitration Act (FAA), and applicable statutes of limitation, and shall honor claims of privilege recognized at law. The arbitrator may decide, with or without a hearing, any motion that is substantially similar to a motion to dismiss for failure to state a claim or a motion for summary judgment. If allowed by statute or applicable law, the arbitrator may award statutory damages and/or reasonable attorneys’ fees and expenses.At the timely request of any party, the arbitrator shall provide a written explanation for the award. The arbitrator’s award is binding and not appealable.

6. All parties, including related third parties, shall retain the right to enforce an arbitration award before the applicable governing body of the Tribe (“Tribal Forum”). Both You and We expressly consent to the jurisdiction of the Tribal Forum for the sole purposes of enforcing the arbitration award. The Tribe does not waive sovereign immunity.

7. This Arbitration Provision is made pursuant to a transaction involving both interstate commerce and Indian commerce under the United States Constitution and other federal and tribal laws. Thus, any arbitration shall be governed by the FAA and subject to the laws of the Tribe. If a final non-appealable judgment of a court having jurisdiction over this transaction and the parties finds, for any reason, that the FAA does not apply to this transaction, then Our agreement to arbitrate shall be governed by the laws of the Tribe.

8. This Arbitration Provision is binding upon and benefits You, Your respective heirs, successors and assigns. This Arbitration Provision is binding upon and benefits Us, Our successors and assigns, and related third parties. This Arbitration Provision continues in full force and effect, even if Your obligations have been paid or discharged through bankruptcy. This Arbitration Provision survives any cancellation, termination, amendment, expiration or performance of any transaction between You and Us and continues in full force and effect unless You and We otherwise agree in writing. If any of this Arbitration Provision is held invalid, the remainder shall remain in effect.

6.3 No Waiver. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.

6.4 Limitations of Liability. We shall only be liable to you for loss or damage caused directly and reasonably foreseeable by our breach of these Terms of Use and our liability in these circumstances is limited as set out in the remainder of this section.
a. In no event shall we, the other companies in our corporate group, persons who act on our behalf, and/or the persons we enter into contracts with be liable for any of the following types of loss or damage arising under or in relation to these Terms of Use, whether in contract, tort (including, without limitation, negligence) or otherwise:

1. any loss of profits, goodwill, business, contracts, revenue or anticipated savings even if we are advised of the possibility of such damages, loss of profits, goodwill, business, contracts, revenue or anticipated savings; or

2. any loss or corruption of data; or

3. any loss or damage whatsoever which does not stem directly from our breach of these Terms of Use; or

4. Any loss or damage whatsoever which is in excess of that which was caused as a direct result of our breach of these Terms of Use (whether or not you are able to prove such loss or damage).

b. Nothing in these Terms of Use shall limit our liability for death or personal injury resulting from either our or our subcontractor’s negligence or to the extent such limitation or exclusion is not permitted by applicable law.

6.5 No Warranty. We provide the Services to you without any warranty or condition, express or implied, except as specifically stated in these Terms of Use. POM does not guarantee that you will be matched with a lender, or that you will be approved for credit. Further, POM does not guarantee that you will receive continuous, uninterrupted or secure access to any part of our Service. We shall not be liable for any delay in the failure in our provision of the Services under these Terms of Use. You acknowledge your access to the website(s) may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services.  We make every effort to ensure that the information provided is accurate to the best of our belief at the time the information is provided. However, we cannot guarantee the accuracy of all such information in all circumstances and contexts, and no reliance should be placed on such information by you. You must check all correspondence between us carefully and tell us as soon as possible if it includes something which appears to you to be in error.
You alone are responsible for understanding and complying with any and all laws, rules and regulations of your specific jurisdiction that may be applicable to you in connection with your use of the POM Services.

6.6 Complete Agreement and Third Party rights. These Terms of Use (including any Schedule) sets forth the entire understanding between you and POM with respect to the Services. Sections and terms that by their nature should survive, will survive the termination of these Terms of Use. If any provision of these Terms of Use is held to be invalid or unenforceable, such provision shall be struck out and the remaining provisions shall be enforced.

7. Definitions

“Calendar Year” means 1 January to 31 December inclusive in any year.

“Days” means calendar days.

“Information” means any confidential and/or personally identifiable information or other information that you provide or make available to POM.

“Pomo One Marketing, Inc. website(s)” means any URL through which we provide the Services to you.

“Policy” or “Policies” means any Policy or other agreement between you and POM that you entered into on the POM website(s), or in connection with your use of the Services.

“Policy Update” means a prior notice of Changes that POM may make available to you in writing.

“POM website(s)” means any URL through which we provide the Services to you.

“Restricted Activities” means those activities described in section 4 of these Terms of Use.

“Services” means the products, services, portals and websites offered or available to you by POM.

“User,” “you” or “your” means you and any other person or entity entering into these Terms of Use with us or using the Service.