Remuda Lifestyle Terms of Use
These Terms of Use (“Terms”) govern your access to and use of the services provided through the mobile application, Remuda Lifestyle (the "Application”), and any materials, services, information, and data hosted or transmitted via the Application, including all Content, Subscription Content, and the Marketplace, as defined below, (collectively, “Services”) as provided by Remuda Lifestyle, LLC (“us”, “our”, or “we”). The Application may be hosted and sold by a third party (“Distributor”), but these Terms are solely between you, the user, and Remuda Lifestyle, LLC. Your access to and use of the Application and Content are conditioned on your acceptance of and compliance with these Terms.
Please read these Terms carefully.
1. Terms.
a. By accessing or using the Application you agree to be bound by these Terms. You will use the Application in a manner consistent with applicable laws and regulations and in accordance with these Terms. If you are dissatisfied with the Application, Services, or these Terms, you agree that your sole and exclusive remedy is to discontinue your use of the Application. The Application may only be downloaded and installed by an adult 18 years of age or older and may only be used by a minor if such use is supervised by the minor’s parent or guardian.
b. You acknowledge and accept that your use of the Application is at your sole risk. You represent you have the legal capacity and authority to accept these Terms and you understand that some of these Terms may not apply to you but all the Terms are nonetheless binding. As the rightful owner of the Application, we reserve the right to change or terminate these Terms at any time and from time to time without any notice to you. Any such changes are automatically made part of these Terms and are fully enforceable on you.
2. License. We grant you a revocable, non-exclusive, non-transferable, limited license to download, install, and use the Application solely for your personal, non-commercial purposes strictly in accordance with these Terms, and on such devices owned and controlled by you.
3. Ownership. The Application and associated Content, is the owned or appropriately licensed property of Remuda Lifestyle, LLC. The Content is protected by copyrights, trademarks, service marks, trade secrets, and/or other proprietary rights and laws, including all intellectual property rights whether or not those rights are registered. We reserve all applicable rights in and to the Application and Content. Systematic retrieval of data or other content from the Application to create or compile, directly or indirectly, a collection, compilation, recreation, database, or directory of the Application materials is prohibited except as provided for herein. Nothing contained in the Application should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any intellectual property contained or displayed in the Application without our written permission or such third party that may own such intellectual property. Your use of the intellectual property contained in the Application, or any other content in the Application, except as provided herein, is strictly prohibited. Any unauthorized use of the content contained in the Application may violate applicable laws, regulations, and/or statutes.
4. Account and Account Security. To use certain features of our Application, you may be required to create a user account (“Account”) and provide us with a username, password, and certain other information about yourself as set forth in our Privacy Policy. You will have the ability to maintain and periodically update such information as you see fit. By registering, you agree that all information provided by you is true and accurate and that you will maintain and update this information as required in order to keep it current, complete, and accurate. You are solely responsible for the information associated with your Account and anything that happens related to your Account. If you create an Account, you agree that you are responsible for maintaining the security and confidentiality of your password and that you are fully responsible for all activities and/or charges that are incurred under your Account. Therefore, you must take reasonable steps to ensure that others do not gain access to your password and Account. You will immediately notify us if you discover or suspect that someone has accessed your Account without your permission. You will not license, sell, or transfer your Account without our prior written approval.
5. User Content. For purposes of this Agreement: (1) the term "Content" without limitation, video, audio, photographs, images, illustrations, animations, logos, tools, information, data, text, software, scripts, executable files, graphics, and interactive features, any of which maybe generated, provided, or otherwise made accessible on or through the Application; (2) the term "User Content" means Content that a user submits, transfers, or otherwise provides to the Application, which may be accessible and viewable by the public.
a. Posting, transmitting, or sharing User Content through the Application that you did not create, that you do not have the rights to, or that you do not have permission to post is prohibited. You understand and agree that we may, but are not obligated to, review and may delete or remove (without notice) any User Content in our sole discretion, for any reason or no reason, including User Content that in our sole judgment violates these Terms or which might be offensive or illegal or that might violate the rights, harm, or threaten the safety of users or others.
b. We claim no ownership to your User Content, however, by posting User Content through any part of the Application, you automatically grant, and you represent and warrant that you have the right to grant, us an irrevocable, perpetual, non- exclusive, transferable, fully paid, worldwide license (with the right to sublicense)to use, copy, publicly perform, publicly display, reformat, translate, excerpt(in whole or in part), and distribute such User Content for any purpose, commercial, advertising, or otherwise, on or in connection with the Application or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing.
c. You represent and warrant that your User Content conforms to these Terms and that you own or have the necessary rights and permissions to use and exploit, and to authorize us to use and exploit, your User Content in all manners contemplated by these Terms. You agree to indemnify and hold us harmless from any demands, loss, liability, claims, and expenses made against us by any third party arising out of or in connection with our use and exploitation of your User Content.
6. Maintenance. To the extent that any maintenance or support is required by applicable law, we may provide support for the Application. Neither we nor Distributor have any obligation to furnish any maintenance and support services with respect to the Application.
7. Prohibitions. You may not: (a) reverse engineer, decompile, tamper with, or create derivative works of the Application or Content; (b) change, modify, or alter the Application or Content; (c)circumvent any protections that are a part of the Application; (d) use the Application for any commercial or illegal purpose, including gambling; (e)collect any information about any other user of the Application through the Application; (f) use the Application to violate any legal right of any third party; (g) use any automated means to access or use the Application (including scripts, "bots" or similar software); (h) duplicate, reproduce, publish, display, distribute, or create derivative works of the Content through any means, except as provided for herein; or (i) rent, lease, sell, assign, transfer, sub-license, or convey the Application or any portion thereof, including but not limited to the Content and Subscription Content, for any purpose.
8. Use. The Application, and all Services, are protected by applicable law, including copyright law, and you are explicitly advised that any use of the Application in violation of the law is prohibited. You may not use any aspect of the Content and Services, with the exception of the Marketplace for any commercial purpose. The Application and the Content may not be modified, duplicated, reproduced, transmitted, sold, or otherwise exploited for commercial use. Any unauthorized duplication, reproduction, performance, display, distribution, or derivative works of any copyrighted Content not owned, or duly licensed, by you is against the law. Use of the Application or Services for any purpose not expressly provided for herein is prohibited.
9. User Conduct. You represent, warrant, and agree that no materials of any kind submitted or otherwise created, used, posted, transmitted, or shared by you or others through you on or through the Application will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity, or other personal or proprietary rights; or contain libelous, defamatory, or otherwise unlawful material. You further agree not to use the Application:
a. To take any unlawful or unauthorized actions or in any way damage, disable, overburden, or impair the Application or the intellectual property rights owned or licensed by us as described elsewhere herein;
b. To upload, post, transmit, share, or otherwise make available any material that
contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
c. To interfere with or disrupt the Application or servers or networks connected to
the Application, or disobey any requirements, procedures, policies, or regulations of networks connected to the Application;
d. To use any electronic communication feature of the Application for any purpose that is unlawful, tortious, abusive, intrusive on another’s privacy, harassing, libelous, defamatory, embarrassing, obscene, threatening, or hateful; or
e. For any commercial purpose not expressly approved by us in writing. You will not use the Application to upload, post, email, or otherwise transmit any advertising or promotional materials, including without limitation, “junk mail,” “surveys,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation or unauthorized communication.
10. Charges and Payments. We may charge for the Application and your provider’s rates may apply to your download and use of the Application. For any payments due for your use of the Application, you authorize us to debit your account and accept any payment due.
11. Business Profiles Subscription. In the event you choose to purchase a subscription plan to access and use the Business Profiles Subscription Content that is limited strictly to members of such subscription, the following terms apply:
a. Business Profiles Subscription Content. “Subscription Content” means, collectively, all tools, visual media, written media, material, access, functionality, and other such items made available in connection with the chosen and purchased membership service provided by us through the Application.
b. Subscription Rights. Subject to these Terms and your payment of the applicable fees(“Fee”), we grant to you a limited, non-exclusive, worldwide, non- transferable right and license to access and use the Subscription Content, during the paid subscription period (“Subscription Period”). You will not sell, lease, license, or otherwise transfer or directly profit from the exploitation of the Subscription Content hereunder. No rights to the Subscription Content are granted to you other than as expressly provided for herein.
c. Subscription Period. In the event you choose to become a paying user of the Subscription Content, the Subscription Period for the Subscription Content will begin immediately upon payment of the Fee and will continue until cancelled (as described below). In the event you choose to purchase a monthly subscription you agree to pay the Fee monthly for the Subscription Period on the monthly anniversary of your initial purchase. In the event you choose to purchase an annual subscription you will pay the full year’s Fee at the time of initial purchase and on each yearly anniversary of your initial purchase.
d. Fee. In consideration of the rights granted herein, you agree to pay to us the Fee as notified by us at the time of the initial purchase at the start of the Subscription Period, and monthly as applicable, together with all applicable taxes or other duties or levies. We warrant that the Fee is full and complete consideration for the rights to the Subscription Content granted herein.
e. Fee Changes. We may change the fees or benefits associated with the Subscription Content from time to time with reasonable advanced notice of material changes; provided, however, that no advance notice will be required for temporary promotions, including temporary reductions in the fees associated with the Subscription Content.
f. Payment by Credit Card. If you are paying by credit card, you authorize us to charge your credit card for all fees payable throughout the Subscription Period. You further authorize us to use a third party to process payments, and consent to the disclosure of your payment information to such third party.
g. Cancellation. You may cancel your subscription at any time upon written notice to us or by turning off the subscription within your account profile on the Application. We may terminate your subscription at any time following written notice for a material breach of your obligations under these Terms.
h. No Refunds. The Fee is non-refundable. We will not provide refunds or credits for any partial Subscription Periods. If you cancel your subscription to the Subscription Content you will not be refunded or credited any portion of your Fee. Following any cancellation, however, you will continue to have access to the Subscription Content through the end of the Subscription Period, subject to our right to revoke such access, at which point your access will terminate.
i. Revocation of Access. We reserve the right to revoke, terminate, or limit your access to the Subscription Content at any time and for any reason or no reason, including for a breach of these Terms.
j. No Joint Venture. Nothing contained herein will be construed to constitute the parties as partners or joint venturers nor deem any party the agent of any other party, nor will any similar relationship be deemed to exist between them.
12. Marketplace. We may provide the use of a certain commerce service (“Marketplace”)made available for you to display, facilitate the sale, lease or rental of, or sell, lease or rent goods or services to users on or through the Application. User may post items for sale, lease, or rental strictly through and in connection with the Marketplace, and through no other component of the Application. Users may make posts on the Marketplace for a per posting fee as set forth on the Application (“Regular Post”). Regular Posts may consist of up to 8 separate forms of media, where one of those forms of media may include one short video up to 45 seconds long, and will be made available on the Marketplace for 90 days. As a means of example only, a Regular Post may include 7 images and one 45 second video. Users may opt for a premier Marketplace posting (“Premier Post”) for a per posting fee asset forth on the Application. Premier Posts may consist of up to 8 separate forms of media, where one of those forms of media may include one video up to 3 minutes long, and will be made available on the Marketplace for 90 days. Premier Posts will be placed in a location of priority at or near the top of the Marketplace feed, and all Premier Posts will be demarcated with a Premier Post icon. If you pay for the Regular Post and/or the Premier Post by credit card, you authorize us to charge your credit card for such fees. You further authorize us to use a third party to process payments, and consent to the disclosure of your payment information to such third party. Fees are subject to change at our sole discretion. All use of the Marketplace will be governed by the Seller Terms as set forth below. All purchases made through the Marketplace are done at the user’s sole risk. All fees associated with the Regular Post and the Premier Post are subject change and will be as set forth on the Application at the time of your purchase.
13. Marketplace Terms. The following terms (“Seller Terms”), along with these Terms, and other applicable terms and policies as may apply, apply to your use of the Marketplace on or through the Application.
a. We may display product or service listings shared by you or on your behalf, or other content, data, or information shared by you or on your behalf, through the Marketplace and the Application.
b. The Content you post on the Marketplace (“Seller Content”) and use of the Marketplace must always comply with these Seller Terms, such applicable policies as we may set in place from time to time, and all other applicable laws, rules, and regulations. You may not offer or sell counterfeit or pirated products or services through the Marketplace. You may not use the Marketplace in connection with any activities, individuals, or entities that are located in a country or region that is subject to comprehensive United States sanctions law or that would otherwise violate applicable trade sanction laws. You are solely responsible for determining whether the Marketplace is suitable for your intended use.
c. If you provide URLs or similar content in connection with Seller Content you grant us the right to access, index, cache, analyze, or crawl the URL(s) and the content available through such URL(s),or any portion thereof, and to pull updates periodically from such URL(s) to create, augment, or update your Seller Content.
d. We may use automated retrieval and analysis of the domains and linked pages associated with your Seller Content, if applicable.
e. You are solely responsible for the content of your Seller Content (including description, price, fees, tax that you calculate, any required legal disclosures, and any offers or promotional content)and agree that such Seller Content will be true, accurate, and complete.
f. You are solely responsible for displaying any sales, privacy, or other terms, information, or disclosures related to your Seller Content that you want to apply to your interactions with users. Any such terms, information, or disclosures do not bind us and may not conflict with these Seller Terms and our other applicable terms and policies.
g. You grant us anon-exclusive, transferable, sub-licensable, worldwide license to host, use, distribute, modify, run, copy, publicly perform, make available, and display any Seller Content provided by you or accessed by us in connection with the Marketplace, including photos and videos. You agree that you have all necessary rights in the Seller Content to grant the foregoing license.
h. We may offer to fund promotions, discounts, and other incentives directly to users to encourage engagement with the Marketplace and Seller Content. You acknowledge that your use of such promotions, discounts, and other incentives does not alter your obligations under these Seller Terms.
i. Any tools we may provide in connection with the Marketplace and the hosting of your Seller Content are provided as a convenience only and you use them at your sole discretion and risk. We may change the functionality of any of these tools or cease providing them at our discretion. Additional terms may apply to such tools and features.
j. You are responsible for any defect or non-conformity and complying with any recall or safety alert with respect to any product related to your Seller Content listing. You agree to immediately remove any Seller Content upon issuance of any recall or safety alert or allegation of infringement of intellectual property rights with respect to products relating to your Seller Content.
k. We are not responsible for managing, paying for, or fulfilling any sales or customer service or warranty service, managing returns, or accommodations in
connection with your use of the Marketplace. Any guidance we provide for pricing, advertising, or services is informational only and optional.
l. You may only use any user’s data, content, or other information you receive in connection with your use of the Marketplace in accordance with (a) our terms and policies, (b) privacy standards at least as strict as those provided for in our Privacy Policy, and (c) all applicable laws, rules, and regulations. To the extent there is a conflict between or among any of the above, the most restrictive term, policy, law, or regulation shall apply. You may only use user data to support the transaction(s) arising from the user’s use of the Marketplace or for any purpose for which you have obtained express permission from the user or otherwise have the legal basis. You may not sell or misuse user data. You may not engage in direct email marketing to users unless the user has opted into receiving marketing emails from you.
m. These Terms do not create any partnership, joint venture, franchise, sales representative, or agency relationship between you and us.
n. If a buyer or seller issue arises, we may reserve the right to enforce reasonable policies in our discretion in the interest of finding an equitable solution.
o. Your payments may be processed by third-party payment processors with whom you have a direct relationship, in accordance with their terms of service, and not by us. We reserve the right to add or change payment processors from time to time. We will advise you of any new payment processors and your continued use of the Marketplace upon receipt of such notice constitutes acceptance of such addition or change as well as your acceptance of their terms of service.
p. You are solely responsible for determining, collecting, withholding, reporting, and remitting applicable taxes, duties, fees, surcharges, and additional charges for sales that result from your use of the Marketplace. Except as provided elsewhere in these Seller Terms, any fees, commissions, or other amounts payable to us are exclusive of any applicable taxes, and to the extent taxes are required to be collected or withheld, you will pay such taxes in addition to the amounts otherwise payable.
q. You are solely liable for any refunds issued on your behalf in connection with the Marketplace.
r. You authorize the payment processor(s) we select to electronically debit the bank account, or credit card, you provided us for chargebacks or other fees, fines, penalties, negative balances or other amounts owed to the payment processor or to us under these Terms, and, if necessary, to electronically credit your account to correct erroneous debits.
s. If a debit authorized under this section fails, we may take additional steps to collect past due amounts. You will pay all expenses associated with such collection.
t. All transactions involving the sale of livestock or animals will at all times be governed by local, state, and federal laws regarding the transportation, sale, and handling of animals and livestock, including but not limited to, the Animal Welfare Act.
u. We do not inspect any item or product, including animal or livestock, sold through the Marketplace. We make no warranty, either express, implied, or statutory, including but not limited to the implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, accuracy, quiet enjoyment, and non-infringement of third party rights, in and to any item or product sold or posted through the Marketplace. We further make no warranty as to any aspect concerning, including without limitation, the condition or quality of title, health, genetics, breeding, viability, soundness, loading, delivery or transportation of any animal or livestock sold.
14. Marketplace Prohibitions. Buying and selling of the following is prohibited on and through the Marketplace:
a. Listings may not promote the buying or selling of alcohol.
b. Listings may not promote the buying or selling of human body parts or fluids.
c. Listings may not promote the buying or selling of devices that facilitate or encourage streaming digital content in an unauthorized manner or interfering with the functionality of electronic devices.
d. Listings must not wrongfully discriminate or suggest a preference for or against people because of a personal characteristic, including but not limited to, race, ethnicity, color, national origin, citizenship, religion, age, sex, sexual orientation, gender identity, identification as a member or ally of the LGBTQ community, or disability.
e. Listings may not promote the buying or selling of real or fake documents, currency, financial instruments, and virtual currency.
f. Listings may not promote the buying, selling, or facilitation of online gambling for money or money’s worth, including digital currencies.
g. Listings may not promote the buying or selling of hazardous materials and substances.
h. Listings may not promote any form of human trafficking, prostitution, escort, or sexual services.
i. Listings may not promote medical and healthcare products and services, including medical devices, or smoking cessation products containing nicotine.
j. Listings may not promote the buying or selling of drugs, drug paraphernalia, or prescription products.
k. Listings may not promote the buying or selling of tobacco products or tobacco paraphernalia.
l. Listings may not contain misleading, violent, or hateful products and offer.
m. Listings may not promote the buying or selling of items that have been stolen.
n. Listings may not promote the buying, selling, or use of weapons, ammunition, and explosives.
o. Listings may not contain content that infringes upon or violates the intellectual property rights of any third party, including copyright or trademark. This includes, but is not limited to, the promotion or sale of counterfeits, such as goods that copy the trademark and/or distinctive features of another company’s products to imitate a genuine product.
15. Groups/Moderators. Users may have the opportunity to create and moderate certain public or private groups through the Application. We are not responsible for actions taken by such
moderators. We reserve the right to revoke or limit a user’s ability to moderate or create a group at any time and for any reason or no reason, including for a breach of these Terms. If you choose to create and/or moderate a group through the Application you agree to the following:
a. You agree that when you receive reports related to the group you moderate, you will take appropriate action, which may include removing content that violates these Terms, and/or promptly escalating to us for review;
b. You are not, and may not represent that you are, authorized to act on behalf of us;
c. You may not enter into any agreement with a third party on behalf of us, or any groups that you moderate, without our written approval;
d. You may not perform moderation actions in return for any form of compensation, consideration, gift, or favor from third parties;
e. If you have access to non-public information as a result of moderating a group, you will use such information only in connection with your performance as a moderator; and
f. You may create and enforce rules for the group you moderate, provided that such rules do not conflict with these Terms.
16. Updates. From time to time, we may create updated versions of the Application. Updates may be automatically transmitted to you and you accept such updates according to these Terms. Unless explicitly stated otherwise, all updates will be subject to these Terms, including any amendments to these Terms.
17. Additional Terms. Because we offer a variety of Content and Services, you may be asked to agree to additional terms before using or accessing a specific service offered by us (“Additional Terms”). To the extent any Additional Terms conflict with these Terms, the Additional Terms govern with respect to your use of the corresponding service.
18. Digital Millennium Copyright Act. We comply with all copyright laws including the Digital Millennium Copyright Act (“DMCA”). If you believe the Application, or any portion thereof, violates any copyright that you own or control, submit notification to us at the address provided in the “Contact” section that includes:
a. A physical or electronic signature of the copyright owner or a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed;
b. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works claimed to have been infringed;
c. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled;
d. Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and email address at which you may be contacted;
e. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by you, your agent, or the law; and
f. A statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.
If we remove your content in response to a copyright or trademark notice, we will notify you of such action. If you believe your content was wrongly removed due to a mistake or misidentification in a copyright notice, you can send a counter notification in response to our notification of removal. Please see 17 U.S.C. § 512(g)(3) for the requirements of a proper counter notification.
19. Third Party Apps and Hosting. The Application may contain (or may send you through or to) links to third-party applications and/or software ("Third Party Apps"). We are not responsible for such Third Party Apps or for any content posted on, available through, or installed from such Third Party Apps. Inclusion of, linking to, or permitting the use or installation of such Third Party Apps does not imply approval or endorsement thereof by us. We shall have no responsibility or liability whatsoever for any Third Party Apps accessed through use of the Application. Your use and interaction with Third Party Apps may be subject to separate terms and conditions of such Third Party Apps. If you access Third Party Apps, you must comply with the terms and conditions that apply. The Application may also contain sponsored third party content or advertisements. The type, degree, and targeting of advertisements are subject to change, and you acknowledge and agree that we may place advertisements in connection with the display of any Content, Services, or information on the Application, including User Content. You, the user, must comply with any and all applicable third-party terms of agreement, including those of the Distributor, when using or downloading the Application.
20. Privacy Policy. The information we obtain through your use of the Application is subject to our Privacy Policy which is specifically incorporated by reference into these Terms.
21. Termination. You agree that we may, at our sole discretion, terminate or suspend your access to all or part of the Application, with or without notice and for any reason, including breach of these Terms. Any suspected fraudulent, abusive, or illegal activity may be grounds for barring your access to this Application and reporting you to the proper authorities. You may terminate this Agreement only by deleting the Application and all copies thereof from your devices. Upon any termination of these Terms, you shall cease all use of the Application and delete all copies of the application from your devices. Any part of these Terms intended to apply following termination will so apply.
22. Disclaimer of Warranty. The Application and all associated Services and Content are provided “as is”, with all faults and without warranty of any kind. We hereby disclaim all warranties with respect to the Application and Services either express, implied, or statutory, including but not limited to the implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, accuracy, quiet enjoyment, and non-infringement of third party rights. We do not warrant, guarantee, or make any representations that the Application or Services are reliable, secure, or accurate, that they will meet your needs or requirements, that the Application or Services will be available at any particular time or location, that any defects or errors will be corrected, or that the Application or Services will be free of viruses or other harmful components. You use the Application at your own risk. No oral or written communications from us shall create a warranty or in any way increase the scope of these Terms and you may not rely on any such communications. Some jurisdictions do not allow the exclusion or limitation of certain warranties or consumer rights so some exclusions or limitations may not apply to you but they shall apply to the maximum extent permitted by law.
23. Limitation of Liability. You hereby agree that we, along with our subsidiaries, affiliates, and assigns, and each of their directors, officers, agents, contractors, partners, and employees, shall not be liable to you or any third party for any indirect, special, consequential, or incidental damages including but not limited to damages for loss of funds or property, business interruption, loss of business opportunity, loss of data, injury, death, or any other hardship, damages, or losses arising out of or related to: the use or inability to use the Application or Services, however caused; unauthorized or accidental access to or alteration of data; statements or conduct of any third party; or any matter relating to the use of the Application or Services; and even if we have been advised of the possibility of such damages. Some jurisdictions do not allow the exclusion or limitation of certain remedies or damages so some exclusions and limitations may not apply to you but they shall apply to the maximum extent permitted by law.
24. Indemnification. You hereby indemnify and hold us, our subsidiaries, affiliates, and assigns, and each of their directors, officers, agents, contractors, partners, and employees, harmless from and against any loss, liability, claim, demand, damages, costs, and expenses, including reasonable attorneys’ fees, arising out of these Terms or in connection with any use of the Application or Services including, but not limited to, any damages, losses, or liabilities whatsoever with respect to or arising from the possession, use, or operation of the Application or Services.
25. Legal Compliance. You represent and warrant that you are not listed on any United States government list of prohibited or restricted parties including, but not limited to, the Specially Designated National and Blocked Persons List of the Office of Foreign Assets Control of the United States Department of the Treasury (“OFAC”). You further represent and warrant monies used to make purchases through the Marketplace are from legitimate sources and are not derived from, or related in any way to, the governments of, or persons within, any country (i) under a United States embargo enforced by OFAC, (ii) that has been designated as a “non-cooperative country or territory” by the Financial Action Task Force, or (iii) that has been designated by the United States Secretary of Treasury as a “primary money- laundering concern” and any action, by you, under these Terms will not be a breach of any anti-money laundering and anti-corruption laws.
26. Third Party Beneficiary. Distributor and its subsidiaries may be third-party beneficiaries under these Terms, and such third-party beneficiaries will have the right to enforce these Terms against you.
27. Severability. If any provision of these Terms is found unenforceable or illegal, we may reform such provision to make it enforceable and legal or such provision may be severed and in either case these Terms with such provision reformed or severed will remain in full force and effect to the fullest extent permitted by law. Our failure to enforce any part or portion of these Terms shall not be considered a waiver.
28. Dispute Resolution. We hope to address all of your claims through good faith negotiation and ask that you contact us at the address listed in the Contact section with any issues you may have regarding the Application or these Terms. Any dispute, controversy, or claim arising out of or related to these Terms, or the breach thereof, which cannot be resolved by good faith negotiation between the parties shall be settled by binding arbitration by the American Arbitration Association in accordance with its Commercial Arbitration Rules in Denver, Colorado. Any resulting resolution may include the award of related fees and costs, including reasonable attorneys' fees, and may be entered in any court of competent jurisdiction.
29. Controlling Law. These Terms shall be governed by the laws of the State of Colorado and of the United States. Subject to the arbitration requirement above, all claims, legal proceedings, or litigation arising in connection with the Application or Services will be brought solely in the courts located in Denver, Colorado and you consent to the exclusive jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.
30. Entire Agreement. These Terms constitute the entire agreement between you and us relating to the subject matter hereof and supersede all prior understandings, promises, and undertakings, if any, made orally or in writing with respect to the subject matter hereof. You may not assign any of these Terms. We may assign all or any portion of these Terms in our sole discretion. No modification, amendment, waiver, termination, or discharge of any portion of these Terms shall be binding unless executed and confirmed in writing by us.
31. Contact. If you have any questions regarding these Terms, please contact: Remuda Lifestyle, LLC
4513 WCR32
Longmont, CO 80504info@remuda.io
Contact us
