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Please read this Terms of Service Agreement (the “Terms of Service”) carefully. This website and its subdomains (collectively, the “Website”), the information on the Website, and the services and resources available or enabled via the Website (each a “Service” and collectively, the “Services”), are controlled by Revere CRE Inc. (“Revere”). These Terms of Service, along with all Supplemental Terms that may be presented to you for your review and acceptance (collectively, the “Agreement”), govern your access to and use of the Services. Certain features of the Services, including deal registration and management services, may be subject to additional guidelines, terms, or rules (“Supplemental Terms”) which will be made available in connection with such features. All such Supplemental Terms are incorporated by reference into these Terms. If these Terms are inconsistent with any Supplemental Terms, the Supplemental Terms shall control solely with respect to such services.
By clicking on the “I Accept” button, completing the registration process, browsing the Website, or otherwise accessing or using any of the Services, you represent that (a) you have read, understand, and agree to be bound by the Agreement, (b) you are of legal age to form a binding contract with Revere, and (c) you have the authority to enter into the Agreement personally or on behalf of the legal entity identified during the account registration process, and to bind that legal entity to the Agreement. The term “you” refers to the individual or such legal entity, as applicable. If you, or if applicable, such legal entity, do not agree to be bound by the Agreement, you, and if applicable, such legal entity, may not access or use any of the Services.
Please be aware that Section 13 (Dispute Resolution) of the Agreement below contains provisions governing how any disputes between us will be resolved. In particular, it contains an arbitration agreement which will, with limited exceptions, require disputes between us to be submitted to binding and final arbitration. Unless you opt out of the arbitration agreement: (a) you will only be permitted to pursue claims and seek relief against us on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding; and (b) you are waiving your right to pursue claims and seek relief in a court of law and to have a jury trial.
PLEASE BE AWARE THAT SECTION 2.3 (REVERE COMMUNICATIONS) OF THE AGREEMENT BELOW CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING VIA EMAIL, TEXT MESSAGE, AND PUSH NOTIFICATION.
Please note that the Agreement is subject to change by Revere in its sole discretion at any time. When changes are made, Revere will make a copy of the updated Agreement available at the Website and update the “Last Updated” date at the top of these Terms of Service. If we make any material changes to the Agreement, we will provide notice of such material changes on the Website and attempt to notify you by sending an email to the email address provided in your account registration. Any changes to the Agreement will be effective immediately for new users of the Services and will be effective for existing Registered Users upon the earlier of (a) thirty (30) days after the “Last Updated” date at the top of these Terms of Service, or (b) your consent to and acceptance of the updated Agreement if Revere provides a mechanism for your immediate acceptance in a specified manner (such as a click-through acceptance), which Revere may require before further use of the Services is permitted. If you do not agree to the updated Agreement, you must stop using all Services upon the effective date of the updated Agreement. Otherwise, your continued use of any of the Services after the effective date of the updated Agreement constitutes your acceptance of the updated Agreement. Please regularly check the Website to view the then-current Agreement. You agree that Revere’s continued provision of the Services is adequate consideration for the changes in the updated Agreement.
1.1 Registering Your Account. In order to access certain features of the Services, you may be required to become a Registered User. For purposes of the Agreement, a “Registered User” is a user who has registered an account with Revere through the Services (“Account”).
1.2 Registration Data. In registering an Account, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (i) at least eighteen (18) years old; (ii) of legal age to form a binding contract; and (iii) not a person barred from using the Services under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by any other persons, including minors, and you will accept full responsibility for any such unauthorized use. You may not share your Account login or password with anyone, and you agree to (y) notify Revere immediately of any unauthorized use of your password or any other breach of security; and (z) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or Revere has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, Revere has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof). You agree not to create or claim an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account at any given time. Revere reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use the Services if you have been previously removed by Revere, or if you have been previously banned from any of the Services.
1.3 Your Account. Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of Revere.
1.4 Necessary Equipment and Software. You must provide all equipment and software necessary to connect to the Services, including but not limited to, a computer or mobile device that is suitable to connect with and use the Services. You are solely responsible for any fees, including internet connection or mobile fees, that you incur when accessing the Services.
2. USE OF THE SERVICES. The Services, and the information and content available on them, are protected by applicable intellectual property laws. Unless subject to a separate license between you and Revere, your right to use any and all Services is subject to the Agreement.
2.1 Updates. You understand that the Services are evolving. You acknowledge and agree that Revere may update the Services with or without notifying you. You may need to update third-party software from time to time in order to use the Services.
2.2 Certain Restrictions. The rights granted to you in the Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, or host any of the Services; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other parts of the Services (including images, text, page layout or form); (c) you shall not use any metatags or other “hidden text” using Revere’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Services (except that Revere grants the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (g) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services. Any future release, update or other addition to the Services shall be subject to the Agreement. Revere, its suppliers and service providers reserve all rights not granted in the Agreement.
2.3 Revere Communications. By entering into the Agreement or using the Services, you agree to receive communications from us, including via email, text messages, and push notifications. You agree that texts or prerecorded messages may be generated by automatic telephone dialing systems. Communications from us may include but are not limited to: operational communications concerning your Account or the use of the Services, updates concerning new and existing features on the Services, communications concerning promotions run by us or our third-party partners, and news concerning the Revere and industry developments. Standard text messaging charges applied by your cell phone carrier will apply to text messages that we send. IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF. IF YOU WISH TO OPT OUT OF PROMOTIONAL TEXTS, YOU MAY TEXT “END” TO (201) 380-4566 FROM THE MOBILE DEVICE RECEIVING THE MESSAGES. YOU ACKNOWLEDGE THAT YOU ARE NOT REQUIRED TO CONSENT TO RECEIVE PROMOTIONAL TEXTS AS A CONDITION OF USING THE SERVICES. IF YOU WISH TO OPT OUT OF ALL TEXTS FROM US (INCLUDING OPERATIONAL OR TRANSACTIONAL TEXTS), YOU CAN TEXT THE WORD “STOPALL” TO (201) 380-4566 FROM THE MOBILE DEVICE RECEIVING THE MESSAGES. HOWEVER, YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL TEXTS MAY IMPACT YOUR USE OF THE SERVICES.
3. RESPONSIBILITY FOR CONTENT
3.1 Types of Content. You acknowledge that any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and other materials accessible through the Services, other than Business Contact Information (as defined below) (collectively, “Content”) is the sole responsibility of the party from whom such Content originated. This means that you, and not Revere, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available through the Services (“Your Content”), and that you and other Registered Users of the Services, and not Revere, are similarly responsible for all Content that you and they make available through the Services (“User Content”). If you choose to provide the name, email address, or other contact information of a third-party individual or entity through the Services, such information will collectively be deemed “Business Contact Information” rather than Content for the purposes of this Agreement.
3.2 No Obligation to Pre-Screen Content. You acknowledge that Revere has no obligation to pre-screen User Content, although Revere reserves the right in its sole discretion to pre-screen, refuse or remove any User Content. By entering into the Agreement, you hereby provide your irrevocable consent to Revere’s monitoring of Your Content. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation chat or text communications. In the event that Revere pre-screens, refuses or removes any of Your Content, you acknowledge that Revere will do so for Revere’s benefit, not yours. Without limiting the foregoing, Revere shall have the right to remove any of Your Content that violates the Agreement or is otherwise objectionable.
3.3 Storage. Unless expressly agreed to by Revere in writing elsewhere, Revere has no obligation to store any of Your Content. Revere has no responsibility or liability for the deletion or accuracy of any User Content, including Your Content; the failure to store, transmit or receive transmission of any User Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services. Certain Services may enable you to specify the level at which such Services restrict access to Your Content. You are solely responsible for choosing the appropriate level of access to Your Content. If you do not so choose, the Services may default to the most permissive setting. You agree that Revere retains the right to create reasonable limits on Revere’s use and storage of User Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits as determined by Revere in its sole discretion.
4.1 Services. Except with respect to Your Content and other User Content, you agree that Revere and its suppliers own all rights, title and interest in the Services (including but not limited to, any computer code, themes, objects, concepts, artwork, animations, sounds, musical compositions, audiovisual effects, methods of operation, moral rights, documentation, and software). You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any Services.
4.2 Trademarks. Revere’s name and all related stylizations, graphics, logos, service marks and trade names used on or in connection with any Services are the trademarks of Revere and may not be used without permission in connection with your, or any third-party, products or services. Third party trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners.
4.3 Your Content. Revere does not claim ownership of Your Content. However, when you post or publish Your Content on or in any Services, you represent that you own or have all necessary rights to post or publish Your Content on or in the Services.
4.4 License to Your Content.
(a) Subject to any applicable Account settings that you select, you grant Revere a fully paid, royalty-free, worldwide, non-exclusive right (including any moral rights) and license to use, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) for the purposes of operating and providing the Services to you and to our other Registered Users. Please remember that other Registered Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of the Services, including any deal profile. You agree that you, not Revere, are responsible for all of Your Content. You may not post a photograph of another person without that person’s permission.
(b) Subject to Section 4.5, you also hereby grant to Revere a non-exclusive, worldwide, perpetual, irrevocable, paid-up and royalty-free license to (i) copy, anonymize, aggregate, process and create derivative works of Your Content, in whole or in part, for the purpose of deriving (A) anonymous statistical and usage data, and (B) data related to the functionality of Revere’s products and services, provided in each case of the foregoing subclauses (A) and (B) such data cannot be used to identify you or your users (“Anonymous Data”) and (ii) combine or incorporate such Anonymous Data with or into other similar data and information available, derived or obtained from other customers, licensees, users, or other sources (when so combined or incorporated, referred to as “Aggregate Data”), in each case of the foregoing clauses (i) and (ii) solely for, and subject to Section 4.4(a) above, improving Revere’s existing products and services and developing new Revere products and services and for marketing purposes (e.g., indicating the number of customers using Revere products and services). For clarity, Anonymous Data and Aggregate Data are not Your Content but in all events remain subject to the foregoing restrictions.
(c) You reserve and retain any and all right, title and interest in and to Your Content, all copies or parts thereof (by whomever produced), and all intellectual property rights therein, other than the licenses therein expressly granted to Revere under this Agreement.
4.5 License to Business Contact Information. Notwithstanding anything to the contrary herein, you agree that Revere may use any Business Contact Information to provide and improve the Services, provided that, if no other Registered User has provided the same Business Contact Information and Revere has not obtained such Business Contact Information from another source (a “Unique Contact”), Revere may not use such Unique Contact in a way that reveals any personally identifiable information of such person. For clarity, in the event more than one Registered User shares Business Contact Information or Revere obtained such Business Contact Information from another source (a “Shared Contact”), Revere may use such Shared Contact to create an individual profile or to otherwise provide, maintain, and improve the Services.
4.6 Username. Notwithstanding anything contained herein to the contrary, by submitting Your Content to any forums, comments, or any other area on the Services, you hereby expressly permit Revere to identify you by your username (which may be a pseudonym) as the contributor of Your Content.
4.7 Service Data. As between you and Revere, Revere will retain all right, title and interest (including any and all intellectual property rights) in and to the Service Data and any modifications made thereto in the course of the operation of the Services, which may include aggregated and anonymized data based upon such Service Data, so long as such data does not reveal any personally identifiable information of any particular individual person. For purposes of this Agreement, “Service Data” means processing and performance metrics and log files; diagnostics information; usage statistics; summary metrics about deals and projects input by Registered User(s) (e.g., property type, broker opinion of value, number of assets, metropolitan service area, etc.); and other information about your use of the Service as well as associated metadata. Metadata includes information on how, when, where and by whom a piece of Content was collected and how that Content has been edited. Metadata also includes information that Registered Users can add or have added to their Content, such as keywords, geographical or location information, and other similar data. Service Data does not include Your Content.
4.8 Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Revere through its suggestion, feedback, wiki, forum, or similar pages (“Feedback”) is at your own risk and that Revere has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Revere a fully paid, royalty-free, perpetual, irrevocable, worldwide, and non-exclusive right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Services and/or Revere’s business.
5. USER CONDUCT. As a condition of use, you agree not to use any of the Services for any purpose that is prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party) either (a) take any action or (b) make available any Content on or through the Services that: (i) infringes, misappropriates or otherwise violates any intellectual property right, right of publicity, right of privacy or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (iii) constitutes unauthorized or unsolicited advertising, junk or bulk email; (iv) involves commercial activities and/or sales that are not expressly permitted by Revere, such as contests, sweepstakes, barter, advertising, or pyramid schemes without Revere’s prior written consent; (v) impersonates any person or entity without the consent of such person or entity, including any employee or representative of Revere; (vi) interferes with or attempt to interfere with the proper functioning of the Services or uses the Services in any way not expressly permitted by the Agreement; or (vii) attempts to engage in or engages in, any potentially harmful acts that are directed against the Services, including but not limited to violating or attempting to violate any security features of the Services, introducing viruses, worms, or similar harmful code into the Services, or interfering or attempting to interfere with use of the Services by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Services.
6. INTERACTIONS WITH OTHER USERS
6.1 User Responsibility. You are solely responsible for your interactions with other Registered Users and any other parties with whom you interact; provided, however, that Revere reserves the right, but has no obligation, to intercede in such disputes. You agree that Revere will not be responsible for any liability incurred as the result of such interactions.
6.2 Content Provided by Other Users. The Services may contain User Content provided by other Registered Users. Revere is not responsible for and does not control User Content. Revere has no obligation to review or monitor, and does not approve, endorse or make any representations or warranties with respect to, User Content. You use all User Content and interact with other Registered Users at your own risk.
6.3 Market Place Exchange. The Services can be used to facilitate the investment in commercial real estate opportunities through the Services from other persons not affiliated with Revere (“Deal Owner”). All matters concerning investment opportunities from a Deal Owner, including but not limited to investment terms, payment terms, risks, warranties, and guarantees, are solely between you and the Deal Owner. Revere makes no warranties or representations whatsoever with regard to opportunities or services provided by Deal Owner. You will not consider Revere, nor will Revere be construed as, a party to such transactions, whether or not Revere may have received some form of revenue or other remuneration in connection with the transaction or be liable for any costs or damages arising out of, either directly or indirectly, you or any other person involved or related to the transaction.
7. INDEMNIFICATION. You agree to indemnify and hold Revere, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a “Revere Party” and collectively, the “Revere Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (a) Your Content; (b) your use of any Service in violation of the Agreement; (c) your violation of any rights of another party, including any Registered Users; or (d) your violation of any applicable laws, rules or regulations. Revere reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to fully cooperate with Revere in asserting any available defenses. This provision does not require you to indemnify any of the Revere Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the Services.
8. DISCLAIMER OF WARRANTIES AND CONDITIONS
8.1 As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. REVERE EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES.
(a) REVERE MAKES NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE.
(b) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM REVERE OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
(c) FROM TIME TO TIME, REVERE MAY OFFER NEW “BETA” FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT REVERE’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES OR TOOLS.
8.2 No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT REVERE PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD REVERE PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES AND OTHER USERS OF THE SERVICES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
8.3 Acknowledgement. You expressly acknowledge and agree that the Services are designed for participation by persons familiar with the business that the Services cover. Any material or information being provided as part of the Services or in connection with this Agreement is not intended to serve as the sole basis for evaluating any transaction, business, person, or other matter. Prior to entering into any transaction, you should independently determine the economic risks and merits, as well as the financial, investment, legal, tax and accounting characterizations and consequences for you, of any such transaction. Revere is not acting in any capacity as a fiduciary to you. Property investments are subject to market risk, and you bear all risk from the results of any investment.
9. LIMITATION OF LIABILITY
9.1 Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT SHALL THE REVERE PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IN EACH CASE WHETHER OR NOT REVERE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES, ON ANY THEORY OF LIABILITY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY OF A REVERE PARTY FOR (a) DEATH OR PERSONAL INJURY CAUSED BY A REVERE PARTY’S NEGLIGENCE; OR FOR (b) ANY INJURY CAUSED BY A REVERE PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
9.2 Cap on Liability. TO THE FULLEST EXTENT PROVIDED BY LAW, THE REVERE PARTIES WILL NOT BE LIABLE TO YOU FOR MORE THAN THE TOTAL AMOUNT PAID TO REVERE BY YOU DURING THE THREE (3)-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY; OR THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A REVERE PARTY FOR (a) DEATH OR PERSONAL INJURY CAUSED BY A REVERE PARTY’S NEGLIGENCE; OR FOR (b) ANY INJURY CAUSED BY A REVERE PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
9.4 Exclusion of Damages. CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
9.5 Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN REVERE AND YOU.
10. PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT. It is Revere’s policy to terminate membership privileges of any Registered User who repeatedly infringes copyright upon prompt notification to Revere by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Services in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of the location on the Services of the material that you claim is infringing; (d) your address, telephone number and email address; (e) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for Revere’s Copyright Agent for notice of claims of copyright infringement is as follows: Chief Financial Officer, 8 The Green, Suite 10664, Dover, DE 19901-3618.
11. MONITORING AND ENFORCEMENT. Revere reserves the right to: (a) remove or refuse to post any of Your Content for any or no reason in our sole discretion; (b) take any action with respect to any of your Content that we deem necessary or appropriate in our sole discretion, including if we believe that such Content violates the Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for Revere; (c) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services; and/or (d) terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, any violation of this Agreement.
If Revere becomes aware of any possible violations by you of the Agreement, Revere reserves the right to investigate such violations. If, as a result of the investigation, Revere believes that criminal activity has occurred, Revere reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Revere is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Services, including Your Content, in Revere’s possession in connection with your use of the Services, to (i) comply with applicable laws, legal process or governmental request; (ii) enforce the Agreement, (iii) respond to any claims that Your Content violates the rights of third parties, (iv) respond to your requests for customer service, or (v) protect the rights, property or personal safety of Revere, its Registered Users or the public, and all enforcement or other government officials, as Revere in its sole discretion believes to be necessary or appropriate.
12. TERM AND TERMINATION
12.1 Term. The Agreement commences on the date when you accept them (as described in the preamble above) and remain in full force and effect while you use the Services, unless terminated earlier in accordance with the Agreement.
12.2 Prior Use. Notwithstanding the foregoing, you hereby acknowledge and agree that the Agreement commenced on the earlier to occur of (a) the date you first used the Services or (b) the date you accepted the Agreement, and will remain in full force and effect while you use any Services, unless earlier terminated in accordance with the Agreement.
12.3 Termination of Services by Revere. If you have materially breached any provision of the Agreement, or if Revere is required to do so by law (e.g., where the provision of the Services is, or becomes, unlawful), Revere has the right to, immediately and without notice, suspend or terminate any Services provided to you. You agree that all terminations for cause shall be made in Revere’s sole discretion and that Revere shall not be liable to you or any third party for any termination of your Account.
12.4 Termination of Services by You. If you want to terminate the Services provided by Revere, you may do so by (a) notifying Revere at any time at email@example.com and (b) closing your Account for all of the Services that you use.
12.5 Effect of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of Your Content associated therewith from our live databases. Revere will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
12.6 No Subsequent Registration. If your registration(s) with, or ability to access, the Services or any other Revere community, is discontinued by Revere due to your violation of any portion of the Agreement or for conduct otherwise inappropriate for the community, then you agree that you shall not attempt to re-register with or access the Services or any Revere community through use of a different member name or otherwise. In the event that you violate the immediately preceding sentence, Revere reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.
13. DISPUTE RESOLUTION. Please read the following arbitration agreement in this section (“Arbitration Agreement”) carefully. It requires U.S. users to arbitrate disputes with Revere and limits the manner in which you can seek relief from us.
13.1 Applicability of Arbitration Agreement. You agree that any dispute, claim, or request for relief relating in any way to your access or use of the Services, to any products sold or distributed through the Services, or to any aspect of your relationship with Revere, will be resolved by binding arbitration, rather than in court, except that (a) you may assert claims or seek relief in small claims court if your claims qualify, and (b) you or Revere may seek equitable relief in court for infringement or other misuse of intellectual property rights. This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of this Agreement or any prior version of this Agreement.
13.2 Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your dispute or claim or request for relief to 3411 Silverside Road Tatnall Building #104, Wilmington, DE 19810. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims, counterclaims, or request for relief under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other disputes shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, Revere will pay them for you. In addition, Revere will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for disputes, claims, or requests for relief totaling less than $10,000 unless the arbitrator determines the claims are frivolous.
You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
13.3 Authority of Arbitrator. The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to, any assertion that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Revere. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
13.4 Waiver of Jury Trial. YOU AND REVERE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Revere are instead electing that all disputes, claims, or requests for relief shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 13.1 (Applicability of Arbitration Agreement) above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
13.5 Waiver of Class or Other Non-Individualized Relief. ALL DISPUTES, CLAIMS, AND REQUESTS FOR RELIEF WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any of this section’s limitations as to a given dispute, claim, or request for relief, then such aspect must be severed from the arbitration and brought into the State or Federal Courts located in the State of Delaware. All other disputes, claims, or requests for relief shall be arbitrated.
13.6 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: firstname.lastname@example.org, within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your Revere username (if any), the email address you used to set up your Revere account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
13.7 Severability. Except as provided in Section 13.5 (Waiver of Class or Other Non-Individualized Relief), if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
13.8 Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with Revere.
13.9 Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if Revere makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing Revere at the following address: email@example.com.
14. THIRD-PARTY SERVICES
14.1 Third-Party Websites and Applications, and Ads. The Services may contain links to third-party websites (“Third-Party Websites”), applications (“Third-Party Applications”), and advertisements for third parties (“Third-Party Ads”). When you click on a link to a Third-Party Website, Third-Party Application, or Third-Party Ad, we will not warn you that you have left the Services and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Websites, Third-Party Applications, and Third-Party Ads are not under the control of Revere. Revere is not responsible for any Third-Party Websites, Third-Party Applications, or Third-Party Ads. Revere provides these Third-Party Websites, Third-Party Applications, and Third-Party Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Websites, Third-Party Applications, or Third-Party Ads or any product or service provided in connection therewith. You use all links in Third-Party Websites, Third-Party Applications, and Third-Party Ads at your own risk. When you leave our Website, the Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites, Third-Party Applications, or Third-Party Ads and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
15. GENERAL PROVISIONS
15.1 Governing Law. Any dispute, claim or request for relief relating in any way to your use of the services will be governed and interpreted by and under the laws of the state of Delaware, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded from this Agreement.
15.2 Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Revere agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in Kent County, Delaware.
15.3 Electronic Communications. The communications between you and Revere may take place via electronic means, whether you visit the Services or send Revere emails, or whether Revere posts notices on the Services or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Revere in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Revere provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq.
15.4 Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Revere’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
15.5 Force Majeure. Revere shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, pandemics, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
15.6 Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Services, please contact us at: firstname.lastname@example.org. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
15.7 Choice of Language. It is the express wish of the parties that the Agreement and all related documents have been drawn up in English.
15.8 Notice. Where Revere requires that you provide an email address, you are responsible for providing Revere with your most current email address. In the event that the last email address you provided to Revere is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, Revere’s dispatch of the email containing such notice will nonetheless constitute effective notice. You may give notice to Revere at the following address: 8 The Green, Suite 10664, Dover, DE 19901-3618. Such notice shall be deemed given when received by Revere by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
15.9 Waiver. Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
15.10 Severability. If any portion of the Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
15.11 Export Control. You may not use, export, import, or transfer any Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Services, you represent and warrant that (i) 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 (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Revere are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Revere products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
15.12 Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
15.13 Entire Agreement. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.