THESE TERMS AND CONDITIONS (THE “TERMS“) ARE A LEGAL CONTRACT BETWEEN YOU AND THE COMPANY. THE TERMS EXPLAIN HOW YOU ARE PERMITTED TO USE THE WEBSITE LOCATED AT THE URL: WWW.GUIDEFITTER.COM AS WELL AS ALL ASSOCIATED SITES LINKED TO WWW.GUIDEFITTER.COM BY THE COMPANY, ITS SUBSIDIARIES AND AFFILIATED COMPANIES (COLLECTIVELY, THE “SITE“). UNLESS OTHERWISE SPECIFICED, ALL REFERENCES TO “SITE” INCLUDE THE CONTENT, SERVICES AVAILABLE THROUGH THIS SITE (THE “SERVICES“) AND ANY SOFTWARE THAT THE COMPANY PROVIDES TO YOU THAT ALLOWS YOU TO ACCESS THE SITE OR SERVICES FROM A MOBILE DEVICE (A “MOBILE APPLICATION“). BY USING THIS SITE, YOU ARE AGREEING TO ALL THE TERMS; IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THIS SITE OR ANY INFORMATION CONTAINED ON THIS SITE. IF YOU ACCEPT OR AGREE TO THESE TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND SUCH COMPANY OR OTHER LEGAL ENTITY TO THESE TERMS, AND IN SUCH EVENT, “YOU” AND “YOUR” WILL REFER AND APPLY TO SUCH COMPANY OR OTHER LEGAL ENTITY.
NOTE: THESE TERMS CONTAIN A DISPUTE RESOLUTION AND ARBITRATION PROVISION, INCLUDING CLASS ACTION WAIVER THAT AFFECTS YOUR RIGHTS UNDER THESE TERMS AND WITH RESPECT TO DISPUTES YOU MAY HAVE WITH THE COMPANY. YOU MAY OPT OUT OF THE BINDING INDIVIDUAL ARBITRATION AND CLASS ACTION WAIVER AS PROVIDED BELOW.
“Outfitter” means a person or business entity who operates an outdoor adventure outfitting business.
“Outfitter Page” means an optional profile page held by an Outfitter which allows the creation of one or more Listings.
“Industry Professional” means an Outfitter or an employee of an outdoor gear manufacturer whose credentials have been verified by THE COMPANY.
“Listing” means a description and offering of the products and services made available by Outfitter and posted on such Outfitter’s Outfitter Page.
“Member” means an individual who completes THE COMPANY’s Member account registration process who may or may not be an Industry Professional.
“Member Account” means an account held by a Member which allows the creation of a Member profile page and, if applicable, an Outfitter Page.
“User” means any person, not registered as a Member, who uses or otherwise accesses the Site.
THE COMPANY may make changes to the content and Services offered on the Site at any time. THE COMPANY can change, update, or add or remove provisions of these Terms, at any time by posting the updated Terms on this Site. By using this Site after THE COMPANY has updated the Terms, you are agreeing to all the updated Terms; if you do not agree with any of the updated Terms, you must stop using the Site.
By using this Site, you represent, acknowledge and agree that you are at least 18 years of age, or if you are under 18 years of age but are at least 13 years old (a “Minor”), that you are using the Site with the consent of your parent or legal guardian and that you have received your parent’s or legal guardian’s permission to use the Site and agree to its Terms. If you are a parent or legal guardian of a Minor, you hereby agree to bind the Minor to these Terms and to fully indemnify and hold harmless THE COMPANY if the Minor breaches any of these Terms. If you are not at least 13 years old, you may not use the Site at any time or in any manner or submit any information to the THE COMPANY or the Site.
THE COMPANY provides content through the Site that is copyrighted and/or trademarked work of THE COMPANY or THE COMPANY’s third-party licensors and suppliers or other users of the Site (collectively, the “Materials”). Materials may include logos, graphics, video, images, software and other content.
Subject to the terms and conditions of these Terms, and your compliance with these Terms, THE COMPANY hereby grants you a limited, personal, non-exclusive and non-transferable license to use and to display the Materials and to use this Site as authorized herein. Except for the foregoing license, you have no other rights in the Site or any Materials and you may not modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the Site or Materials in any manner.
If you breach any of these Terms, the above license will terminate automatically and you must immediately destroy any downloaded or printed Materials.
THE COMPANY may, but is not obligated to, make available Mobile Applications to access the Site via a mobile device. To use the Mobile Application you must have a mobile device that is compatible with the mobile service. THE COMPANY does not warrant that the Mobile Application will be compatible with your mobile device. THE COMPANY hereby grants to you a non-exclusive, non-transferable, revocable license to use an object code copy of the Mobile Application for one registered account on one mobile device owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Application, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Application to any third-party or use the Mobile Application to provide time sharing or similar services for any third-party; (iii) make any copies of the Mobile Application; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Application, features that prevent or restrict use or copying of any content accessible through the Mobile Application, or features that enforce limitations on use of the Mobile Application; or (v) delete the copyright and other proprietary rights notices on the Mobile Application. You acknowledge that THE COMPANY may from time to time issue upgraded versions of the Mobile Application, and may automatically electronically upgrade the version of the Mobile Application that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that these Terms, as from time to time updated, will apply to all such upgrades. The foregoing license grant is not a sale of the Mobile Application or any copy thereof, and THE COMPANY and its third-party licensors or suppliers retain all right, title, and interest in and to the Mobile Application (and any copy of the Mobile Application). Standard carrier data charges may apply to your use of the Mobile Application.
The following additional terms and conditions apply with respect to any Mobile Application that THE COMPANY provides to you designed for use on an Apple iOS-powered mobile device (an “iOS App”):
The following additional terms and conditions apply with respect to any Mobile Application that THE COMPANY provides to you designed for use on an Android-powered mobile device (an “Android App”):
You can simply search and view the Site without the need to register for an account. You may also submit inquiries to Outfitters through the Site without need to register for a Member Account.
However, in order to access certain password-restricted areas of the Site and to use certain Services and Materials offered on and through the Site, you must register with THE COMPANY for a Member account and create a password.
If you desire to register for a Member Account with THE COMPANY, you must submit the following information through the Member Account registration page on the Site: e-mail, username, and password. You will also have the ability to provide additional optional information, such as first and last name, date of birth, gender, mailing address, phone number, and a short biography about yourself. Such optional information is not required to register for a Member Account but may be helpful to THE COMPANY in providing you with a more customized experience when using the Site or its Services. Once you have submitted your Member Account registration information, THE COMPANY administrator shall have the right to approve or reject the requested registration, in THE COMPANY administrator’s sole discretion. If your Member Account is approved by THE COMPANY administrator, THE COMPANY will create a Member page for you. You will be able to edit your information on that page by logging in to the Site.
Currently, THE COMPANY also provides you with the ability to register for a Member Account on the Site using your existing account and log-in credentials (“Third-Party Site Password(s)”) through the following Third-Party Sites (as defined below), which may change from time to time: Facebook. If you wish to use your Member Account as an Industry Partner, you may be required to submit additional information to THE COMPANY for verification purposes. By doing so, you acknowledge and agree that THE COMPANY will use such information and other publicly and privately available information to verify your employment. THE COMPANY will decide, in its sole discretion, whether or not you qualify as an Industry Partner.
Members who are Outfitters may create an optional Outfitter Page with THE COMPANY by submitting the following information through the Outfitter registration page on the Site: business name, country, state, and business email. Your Outfitter Page must be linked to at least one Member Account. You will also have the ability to provide additional optional information, such as photos, a short description of the business, and Listings. Such optional information is not required on an Outfitter Page but may be helpful to THE COMPANY in providing you with a more customized experience when using the Site or its Services, and will help other Members learn more about the products and services you offer. Once you have submitted your Outfitter Page information, THE COMPANY administrator shall have the right to approve or reject the requested Outfitter Page, in THE COMPANY administrator’s sole discretion. If approved, the Member associated with the Member Account will serve as administrator of the linked Outfitter Page. THE COMPANY will create an Outfitter Page for you, which you will be able to edit by logging in to your Member Account on the Site.
You are responsible for maintaining the confidentiality of your Site Password and any Third-Party Site Password (collectively, “Passwords”), and you are responsible for all activities that occur using your Passwords. You agree not to share your Passwords, let others access or use your Passwords or do anything else that might jeopardize the security of your Passwords. You agree to notify THE COMPANY if any of your Passwords on this Site is lost, stolen, if you are aware of any unauthorized use of your Passwords on this Site or if you know of any other breach of security in relation to this Site.
All the information that you provide when registering for an Member Account, for verifying your status as an Industry Partner, for creating an Outfitter Page, and otherwise through the Site must be accurate, complete and up to date. You may change, correct or remove any information from your account by either logging into your account directly and making the desired changes using the profile editing tools or contacting THE COMPANY using the contact information at the end of these Terms requesting that we make the change.
Outfitters may create and post Listings on their Outfitter Page using the profile editing tools. You will have the ability to submit information regarding your Listing, such as adventure location, adventure features, availability, pricing, and related rules and terms. Listings will be made publicly available and searchable on and through the Site. THE COMPANY reserves the right to refuse, delete, or remove any Listings created and/or posted by an Outfitter on or through the Site with or without cause and with or without notice, for any reason or no reason.
You acknowledge and agree that you are responsible for any and all Listings that you create or post on the Site as well as any and all underlying offerings of products or services. You represent and warrant that any Listing you post and any underlying offering of products and/or services (i) does not and will not breach any agreements you have entered into with third parties or conflict with any rights of third parties and (ii) is and will be in compliance with all applicable laws, tax requirements, and rules and regulations that may apply, including but not limited to local professional licensing laws and laws governing hunting, fishing or other related outdoor adventure laws as may be required by the applicable state, province or other jurisdiction. THE COMPANY assumes no responsibility for an Outfitter’s or any Member’s compliance or lack of compliance with any law, rule, regulation, or other requirement.
Manufacturers who participate in THE COMPANY’S Influencer Marketing Service may create pages on the Site to advertise their guide, outfitter and industry professional programs (“Influencer Programs”) and list items for sale to Industry Professionals. Members who are Industry Professionals may be permitted to participate in such Influencer Programs.
If you decide to participate in any Influencer Program(s), you agree not to share your credentials for any such program with third parties or engage in any other activities that would permit third parties to benefit from any discounts offered to you as a participant in such Influencer Program. You also promise that any information you provide to THE COMPANY is true, accurate and will be kept up to date.
Some manufacturers require you to agree to additional terms to become members of their Influencer Programs. In addition, though THE COMPANY accepts payment for products on manufacturers’ behalf, each manufacturer is responsible for fulfillment of orders and provides its own shipping, returns and warranty terms. You must read and agree to all such terms before becoming a member of a manufacturer’s Influencer Program or its products. THE COMPANY is NOT a party to any oral or written agreement or any other contract entered into between you and any other user of the Site. Your interactions with individuals and/or organizations found on or through your participation in any Influencer Program, including the purchase of goods from or performance of any services by such parties and any other terms, conditions, warranties or representations associated with such transactions or dealings, are solely between you and such individual or organization.
You understand that deciding whether to join an Influencer Program or purchase a manufacturer’s product, is your sole decision for which you alone are responsible. You should take reasonable precautions and make whatever investigation or inquiries you deem necessary or appropriate before proceeding with any online or offline transaction involving a third party’s goods or services. You understand that THE COMPANY does not and cannot make representations as to the suitability of any individual or organization you may decide to interact with on or through the Site and/or the accuracy or suitability of any advice, information, products or recommendations provided by any individual or organization.
IF THERE IS A DISPUTE BETWEEN USERS OF THE SITE, OR BETWEEN ANY USER OF THE SITE AND ANY THIRD PARTY, YOU ACKNOWLEDGE AND AGREE THAT THE COMPANY IS UNDER NO OBLIGATION TO BECOME INVOLVED. IN THE EVENT THAT A DISPUTE ARISES BETWEEN YOU AND ANY SUCH THIRD PARTY, YOU HEREBY RELEASE THE COMPANY AND THE COMPANY’S OFFICERS, MANAGERS, MEMBERS, DIRECTORS, EMPLOYEES, ATTORNEYS, AGENTS, AND SUCCESSORS IN RIGHTS FROM ANY CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND OR NATURE, KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, FORESEEABLE OR UNFORESEEABLE, DISCLOSED OR UNDISCLOSED, ARISING OUT OF OR IN ANY WAY RELATED TO SUCH DISPUTES AND/OR THE WEBSITE OR ANY SERVICE PROVIDED THEREUNDER.
By subscribing to our Guidefitter Business Pro service and paying the applicable fees, you become a “Subscriber” with access to certain password-restricted areas of the Site and to use certain additional Services and Materials offered on and through the Site (a “Subscription”). Each Subscription and the rights and privileges provided to a Subscriber is personal and non-transferable.
When you sign up for a Subscription, we will charge your credit card for your first fee on the date that we process the order for your Subscription. Once your credit or debit card is charged the first Subscription fee, you will receive a confirmation e-mail notifying you of your ability to access those Subscriber-only portions of the Site. THE COMPANY reserves the right to change prices for Subscriptions at any time, and does not provide price protection or refunds in the event of promotions or price decreases. THE COMPANY will notify you at least 30 days prior to any such changes and, if you do not agree to the new fees, you may cancel your Subscription at any time before the pricing takes effect.
IMPORTANT NOTICE: Unless you cancel prior to the expiration of your current Subscription, THE COMPANY will automatically renew your Subscription on each monthly anniversary of the date that we charged your credit card for the first Subscription fee. At such time (unless you have paid for a full year in advance), we will charge your credit card with the applicable renewal Subscription fee and any Taxes (as defined below) that may be imposed on such fee payment. A receipt for such payment will be emailed to the account in our records that is associated with your Subscription.
You may cancel your Subscription at any time by contacting THE COMPANY at firstname.lastname@example.org; provided that any fees charged prior to the effective date of cancellation will not be refunded, in whole or in part. The only exception to this policy is that Subscribers who have paid for a full year in advance and give at least 30 days’ notice of cancellation will be eligible for a pro-rated refund of any portion of the Subscription fees paid for any unused days of the then-current pre-paid term. The company requires a reasonable amount of time to process your cancellation request. If you cancel your Subscription, you will enjoy your Subscriber benefits until the expiration of the then-current Subscription term for which you have paid, and your Subscriber benefits will expire at the end of the then-current Subscription term.
Although THE COMPANY strives at all times to maintain the accuracy of information maintained on this site, including pricing information and product details, occasionally the information on the Site may contain typographical errors, inaccuracies, or omissions in relation to product descriptions, pricing and availability. In addition, manufacturers may make changes their products, so the product you receive may look different from the picture displayed on the Site. THE COMPANY reserves the right to correct any errors, inaccuracies or omissions and to change or update information at any time without prior notice (including after you have submitted an order). In the event that any product that is available through this Site is mistakenly listed at an incorrect price or with other incorrect information, THE COMPANY reserves the right to either refuse or cancel the order or to charge you the correct price.
If you select the appropriate option at the time you place your order, THE COMPANY will send an order acknowledgment to your designated e-mail address once you have placed an order. THE COMPANY reserves the right to refuse or cancel any orders (or portions thereof) for any reason (including due to product unavailability or pricing errors as noted above), and whether or not the order has been confirmed. Without limitation of the foregoing, THE COMPANY is not responsible for any inability to fulfill orders. If your credit card has already been charged for the purchase and your order is cancelled by THE COMPANY, we will issue a credit to your credit card account in the amount charged. You agree that, if THE COMPANY cancels all or a part of your order, your sole and exclusive remedy is either that (a) THE COMPANY will issue a credit to your credit card account in the amount charged for the cancelled portion (if your credit card has already been charged for the order) or (b) THE COMPANY will not charge your credit card for the cancelled portion of the order.
You agree to pay all applicable fees related to your use of our Services, all of which are described fully on our payment page. All payments will be made in advance in US Dollars. We may suspend or terminate your Subscription, your Member Account and/or your access to our Services if your payment is late and/or your offered payment method (e.g., credit card) cannot be processed. By providing your credit card information, you expressly authorize THE COMPANY and/or our third party payment processor to charge the applicable fees on said credit card as well as any Taxes (as defined below) and other charges incurred thereto at regular intervals, all of which depend on the products you purchase, your particular Subscription and Services you choose to utilize. You agree that we may invoice you any unpaid fees.
All prices and fees are exclusive of any applicable sales, use, import or export taxes, duties, fees, value-added taxes, tariffs or other amounts attributable to your use of the Site and Services (collectively, “Taxes”). You are solely responsible for the payment of any such Taxes. In the event we are required to pay Taxes on your behalf, you shall promptly reimburse us for all amounts paid.
By using the Site and/or the Services provided on or through the Site, you consent to receiving electronic communications from THE COMPANY. These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the Site and/or Services provided on or through the Site.
These electronic communications are part of your relationship with THE COMPANY. You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.
THE COMPANY provides a venue for third-party Users, Industry Professionals and other Members to connect. You acknowledge and agree that THE COMPANY does not act as an insurer or contracting agent for or on behalf of you, as an Outfitter, Member, other User of the Site, or otherwise. Any manufacturers’ terms or other agreement entered into between you and an Outfitter, Member, or other User of the Site will be between you and such other party, and THE COMPANY will not be a party to any such agreement, whether initiated through the Site or otherwise. As a result, THE COMPANY has no control over the quality, safety, or legality, of any products or services offered by Outfitters, the ability of Outfitters to provide products or services to the satisfaction of Members or Users, or the ability of Members or Users to pay for products and services provided by Outfitters. THE COMPANY is not responsible for the actions of any Outfitter, Member, or User. THE COMPANY does not conduct any screening or verification with respect to Outfitters or Members, nor does THE COMPANY provide any recommendations. You use the Site at your own risk, whether as an Outfitter, Member, User, or otherwise.
You are responsible for the information, opinions, messages, comments, photos, videos, graphics, sounds, Listings and other content or material that you submit, upload, post or otherwise make available on or through the Site, whether on your profile page or otherwise (each a “Submission”). You may not upload, post or otherwise make available on this Site any material protected by copyright, trademark, or any other proprietary right without the express permission of the owner of such copyright, trademark or other proprietary right owned by a third-party, and the burden of determining whether any material is protected by any such right is on you. You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, violation of contract, privacy or publicity rights or any other harm resulting from, arising out of, or related to any Submission that you make. You have full responsibility for each Submission you make, including its legality, reliability and appropriateness.
You agree to pay for all royalties, fees, damages and any other monies owing any person by reason of any Submissions posted by you to or through this Site.
When you provide Submissions you agree that those Submissions shall not be in violation of the “Unauthorized Activities” paragraph below. Those prohibitions do not require THE COMPANY to monitor, police or remove any Submissions or other information submitted by you or any other user.
When using this Site and/or the services, you agree not to:
This list of prohibitions provides examples and is not complete or exclusive. THE COMPANY reserves the right to (a) terminate access to your account, your ability to post to this Site and (b) refuse, delete or remove your profile and any Submissions; with or without cause and with or without notice, for any reason or no reason, or for any action that THE COMPANY determines is inappropriate or disruptive to this Site or to any other user of this Site. THE COMPANY may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct. When legally required or at THE COMPANY’s discretion, THE COMPANY will cooperate with law enforcement agencies in any investigation of alleged illegal activity on this Site or on the Internet.
Unauthorized use of any Materials or Third-Party Content contained on this Site may violate certain laws and regulations.
You agree to indemnify and hold THE COMPANY and its officers, directors, employees, affiliates, agents, licensors, and business partners harmless from and against any and all costs, damages, liabilities, and expenses (including attorneys’ fees and costs of defense) THE COMPANY or any other indemnified party suffers in relation to, arising from, or in connection with (i) your Submissions or your access to or use of the Site or Service; (ii) your breach or alleged breach of these Terms; (iii) your violation of any third-party right, including without limitation, any intellectual property right, publicity, confidentiality, property or privacy right; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including, without limitation, all regulatory, administrative and legislative authorities; or (v) any misrepresentation made by you.
Guidefitter is a trademark of THE COMPANY in the United States. Other trademarks, names and logos on this Site are the property of their respective owners.
Unless otherwise specified in these Terms, all information and screens appearing on this Site, including documents, services, site design, text, graphics, logos, images and icons, as well as the arrangement thereof, are the sole property of Guidefitter, Inc., Copyright © 2014 Guidefitter, Inc.. All rights not expressly granted herein are reserved. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner or license.
The Mobile Application software that is provided to you through the Site and Services and related documentation are “Commercial Items”, as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, if You are a government entity, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.
THE COMPANY respects the intellectual property rights of others, and we ask you to do the same. THE COMPANY may, in appropriate circumstances and at our discretion, terminate service and/or access to this Site for users who infringe the intellectual property rights of others. If you believe that your work is the subject of copyright infringement and/or trademark infringement and appears on our Site, please provide THE COMPANY’s designated agent the following information:
THE COMPANY’s agent for notice of claims of copyright or trademark infringement on this Site can be reached as follows:Bryan Koontz, CEO
Please also note that for copyright infringements under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
Submitting a DMCA Counter-Notification
We will notify you that we have removed or disabled access to copyright-protected material that you provided, if such removal is pursuant to a valid DMCA take-down notice that we have received. If you receive such notice from us, you may provide us with a counter-notification in writing to THE COMPANY designated agent that includes all of the following information:
Termination of Repeat Infringers
THE COMPANY reserves the right, in its sole discretion, to terminate the account or access of any user of our web site and/or service who is the subject or repeated DMCA or other infringement notifications.
Your use of this Site is at your own risk. The Materials, including Submissions and Third Party Content, have not been verified or authenticated in whole or in part by THE COMPANY, and they may include inaccuracies or typographical or other errors. THE COMPANY does not warrant the accuracy of timeliness of the Materials contained on this Site. THE COMPANY has no liability for any errors or omissions in the Materials, whether provided by THE COMPANY, our licensors or suppliers or other users.
THE COMPANY, FOR ITSELF AND ITS LICENSORS, MAKES NO EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES, OR GUARANTEES IN CONNECTION WITH THIS SITE, THIRD PARTY PRODUCTS PURCHASED VIA THE SITE, THE SERVICES, ANY OTHER USERS OF THE SITE, INCLUDING BUT NOT LIMITED TO ANY INDUSTRY PROFESSIONALS OR OTHER MEMBERS. UNLESS OTHERWISE EXPLICITLY STATED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS SITE, ANY THIRD PARTY PRODUCTS PURCHASED VIA THE SITE, THE MATERIALS, AND ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS SITE ARE PROVIDED TO YOU ON AN “AS IS”, “AS AVAILABLE” AND “WHERE-IS” BASIS WITH NO WARRANTY OF IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. THE COMPANY DOES NOT PROVIDE ANY WARRANTIES AGAINST VIRUSES, SPYWARE OR MALWARE THAT MAY BE INSTALLED ON YOUR COMPUTER.
THE COMPANY SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM YOUR DISPLAYING, COPYING, DOWNLOADING ANY MATERIALS TO OR FROM THIS SITE, PURCHASING PRODUCTS VIA THE SITE, OR OTHERWISE USING THE SITE. IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) HOWEVER ARISING, EVEN IF THE COMPANY KNOWS THERE IS A POSSIBILITY OF SUCH DAMAGE.
THE COMPANY controls and operates this Site from its headquarters in the United States of America and the Materials may not be appropriate or available for use in other locations. If you use this Site outside the United States of America, you are responsible for following applicable local laws.
If you send or transmit any communications, comments, questions, suggestions, or related materials to THE COMPANY, whether by letter, email, telephone, or otherwise (collectively, “Feedback”), suggesting or recommending changes to the Site or Materials, including, without limitation, new features or functionality relating thereto, all such Feedback is, and will be treated as, non-confidential and non-proprietary. You hereby assign all right, title, and interest in, and THE COMPANY is free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. You understand and agree that THE COMPANY is not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.
Please read this carefully. It affects your rights.
Most customer concerns can be resolved quickly and to a customer’s satisfaction by contacting us at email@example.com. This Provision facilitates the prompt and efficient resolution of any disputes that may arise between you and THE COMPANY. Arbitration is a form of private dispute resolution in which persons with a dispute waive their rights to file a lawsuit, to proceed in court and to a jury trial, and instead submit their disputes to a neutral third person (or arbitrator) for a binding decision. You have the right to opt-out of this Provision (as explained below), which means you would retain your right to litigate your disputes in a court, either before a judge or jury.
Please read this Provision carefully. It provides that all Disputes between you and THE COMPANY shall be resolved by binding arbitration. Arbitration replaces the right to go to court. In the absence of this arbitration agreement, you may otherwise have a right or opportunity to bring claims in a court, before a judge or jury, and/or to participate in or be represented in a case filed in court by others (including, but not limited to, class actions). Except as otherwise provided, entering into this agreement constitutes a waiver of your right to litigate claims and all opportunity to be heard by a judge or jury. There is no judge or jury in arbitration, and court review of an arbitration award is limited. The arbitrator must follow this agreement and can award the same damages and relief as a court (including attorney’s fees).
For the purpose of this Provision, “THE COMPANY” means THE COMPANY and its parents, subsidiary, and affiliate companies, and each of their respective officers, directors, employees, and agents. The term “Dispute” means any dispute, claim, or controversy between you and THE COMPANY regarding any aspect of your relationship with THE COMPANY, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, or negligence), or any other legal or equitable theory, and includes the validity, enforceability or scope of this Provision (with the exception of the enforceability of the Class Action Waiver clause below). “Dispute” is to be given the broadest possible meaning that will be enforced, and shall include any claims against other parties relating to services or products provided or billed to you (such as THE COMPANY’s licensors, suppliers, dealers or third-party vendors) whenever you also assert claims against us in the same proceeding.
WE EACH AGREE THAT, EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, AS DEFINED ABOVE, WHETHER PRESENTLY IN EXISTENCE OR BASED ON ACTS OR OMISSIONS IN THE PAST OR IN THE FUTURE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT IN ACCORDANCE WITH THIS PROVISION.
Pre-Arbitration Claim Resolution
For all Disputes, whether pursued in court or arbitration, you must first give THE COMPANY an opportunity to resolve the Dispute. You must commence this process by mailing written notification to THE COMPANY at Guidefitter, Inc., 4200 N. Lamar Blvd., Suite 250, Austin, TX 78756. That written notification must include (1) your name, (2) your address, (3) a written description of your Claim, and (4) a description of the specific relief you seek. If THE COMPANY does not resolve the Dispute within 45 days after it receives your written notification, you may pursue your Dispute in arbitration. You may pursue your Dispute in a court only under the circumstances described below.
Exclusions from Arbitration/Right to Opt Out
Notwithstanding the above, you or THE COMPANY may choose to pursue a Dispute in court and not by arbitration if (a) the Dispute qualifies, it may be initiated in small claims court; or (b) YOU OPT-OUT OF THESE ARBITRATION PROCEDURES WITHIN 30 DAYS FROM THE DATE THAT YOU FIRST CONSENT TO THIS AGREEMENT (the “Opt-Out Deadline”). You may opt out of this Provision by mailing written notification to THE COMPANY at Guidefitter, Inc., 4200 N. Lamar Blvd., Suite 250, Austin, TX 78756. Your written notification must include (1) your name, (2) your address, and (3) a clear statement that you do not wish to resolve disputes with THE COMPANY through arbitration. Your decision to opt-out of this Arbitration Provision will have no adverse effect on your relationship with THE COMPANY. Any opt-out request received after the Opt-Out Deadline will not be valid and you must pursue your Dispute in arbitration or small claims court.
If this Provision applies and the Dispute is not resolved as provided above (Pre-Arbitration Claim Resolution) either you or THE COMPANY may initiate arbitration proceedings. The American Arbitration Association (“AAA”), www.adr.org, or JAMS, www.jamsadr.com, will arbitrate all Disputes, and the arbitration will be conducted before a single arbitrator. The arbitration shall be commenced as an individual arbitration, and shall in no event be commenced as a class arbitration. All issues shall be for the arbitrator to decide, including the scope of this Provision.
For arbitration before AAA, for Disputes of less than $75,000, the AAA’s Supplementary Procedures for Consumer-Related Disputes will apply; for Disputes involving $75,000 or more, the AAA’s Commercial Arbitration Rules will apply. In either instance, the AAA’s Optional Rules For Emergency Measures Of Protection shall apply. The AAA rules are available at www.adr.org or by calling 1-800-778-7879. For arbitration before JAMS, the JAMS Comprehensive Arbitration Rules & Procedures and the JAMS Recommended Arbitration Discovery Protocols For Domestic, Commercial Cases will apply. The JAMS rules are available at www.jamsadr.com or by calling 1-800-352-5267. This Provision governs in the event it conflicts with the applicable arbitration rules. Under no circumstances will class action procedures or rules apply to the arbitration.
Because the Site and these Terms concern interstate commerce, the Federal Arbitration Act (“FAA”) governs the arbitrability of all Disputes. However, the arbitrator will apply applicable substantive law consistent with the FAA and the applicable statute of limitations or condition precedent to suit.
Arbitration Award – The arbitrator may award on an individual basis any relief that would be available pursuant to applicable law, and will not have the power to award relief to, against or for the benefit of any person who is not a party to the proceeding. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party. Such award will be final and binding on the parties, except for any right of appeal provided by the FAA, and may be entered in any court having jurisdiction over the parties for purposes of enforcement.
Location of Arbitration – You or THE COMPANY may initiate arbitration in either Austin, TX or the federal judicial district that includes your billing address. In the event that you select the federal judicial district that includes your billing address, THE COMPANY may transfer the arbitration to Austin, TX in the event that it agrees to pay any additional fees or costs you incur as a result of the transfer, as determined by the arbitrator.
Payment of Arbitration Fees and Costs – THE COMPANY will pay all arbitration filing fees and arbitrator’s costs and expenses upon your written request given prior to the commencement of the arbitration. You are responsible for all additional fees and costs that you incur in the arbitration, including, but not limited to, attorneys or expert witnesses. Fees and costs may be awarded as provided pursuant to applicable law. In addition to any rights to recover fees and costs under applicable law, if you provide notice and negotiate in good faith with THE COMPANY as provided in the section above titled “Pre-Arbitration Claim Resolution” and the arbitrator concludes that you are the prevailing party in the arbitration, you will be entitled to recover reasonable attorney’s fees and costs as determined by the arbitrator.
Class Action Waiver
Except as otherwise provided in this Provision, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, consolidated action or private attorney general action) unless both you and THE COMPANY specifically agree to do so following initiation of the arbitration. If you choose to pursue your Dispute in court by opting out of the Arbitration Provision, as specified above, this Class Action Waiver will not apply to you. Neither you, nor any other user of the Site can be a class representative, class member, or otherwise participate in a class, consolidated, or representative proceeding without having complied with the opt-out requirements above.
You understand and agree that by entering into this Agreement you and THE COMPANY are each waiving the right to a jury trial or a trial before a judge in a public court. In the absence of this Provision, you and THE COMPANY might otherwise have had a right or opportunity to bring Disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions). Except as otherwise provided below, those rights are waived. Other rights that you would have if you went to court, such as the right to appeal and to certain types of discovery, may be more limited or may also be waived.
If any clause within this Provision (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause will be severed from this Provision, and the remainder of this Provision will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, this entire Provision will be unenforceable and the Dispute will be decided by a court.
This Provision shall survive the termination of your service with THE COMPANY or its affiliates. Notwithstanding any provision in this Agreement to the contrary, we agree that if THE COMPANY makes any change to this Provision (other than a change to the Notice Address), you may reject any such change and require THE COMPANY to adhere to the language in this Provision if a dispute between us arises.
THE COMPANY prefers to advise you if we feel you are not complying with these Terms and to recommend any necessary corrective action. However, certain violations of these Terms, as determined by THE COMPANY, may result in immediate termination of your access to this Site without prior notice to you. The Federal Arbitration Act, Texas state law and applicable U.S. federal law, without regard to the choice or conflicts of law provisions, will govern these Terms. Foreign laws do not apply. Except for Disputes subject to arbitration as described above, any disputes relating to these Terms or this Site will be heard in the courts located in Travis County in the State of Texas. If any of these Terms is found to be inconsistent with applicable law, then such term shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. THE COMPANY’s failure to enforce any of these Terms is not a waiver of such term. These Terms are the entire agreement between you and THE COMPANY and supersede all prior or contemporaneous negotiations, discussions or agreements between you and THE COMPANY about this Site. The proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitations of liability and general provisions shall survive any termination of these Terms.
If you have any questions about these Terms or otherwise need to contact THE COMPANY for any reason, you can reach us at firstname.lastname@example.org